Browse EX-10 agreements

HF FOODS GROUP INC.

2018 OMNIBUS EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AMENDED AND RESTATED AWARD AGREEMENT

This Amended and Restated Agreement (this “Agreement”) made as of [DATE], 2026 (the “Amendment Date”), by and between HF Foods Group Inc. (the “Company”), and [NAME] (the “Grantee”).

WITNESSETH:

WHEREAS, the Company has adopted and maintains the HF Foods Group Inc. 2018 Omnibus Equity Incentive Plan effective August 10, 2018, amended as of June 3, 2024 and as may be further amended from time to time (the “Plan”);

WHEREAS, on April 15, 2026 (the “Grant Date”) the Company and the Grantee entered into that certain Restricted Stock Unit Award Agreement (the “Prior Agreement”), pursuant to which the Committee authorized the grant to the Grantee of a Restricted Stock Unit Award under the Plan in the form of restricted stock units (“RSUs”) , on the terms and conditions set forth in the Plan and as provided in the Prior Agreement (the “RSU Award”); and

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EMPLOYMENT AGREEMENT FOR CHRISTINE CHANG

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between HF Foods Group Inc. (the “Company”) and Christine Chang (the “Executive”), effective as of September 28, 2026 (the “Effective Date”).

WHEREAS, the Company employs the Executive as its Chief Administrative Officer and desires to continue to employ the Executive in that capacity, under the terms of this Agreement, and the Executive desires to continue to serve in such capacity on behalf of the Company; and

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HF Foods Group Inc. Omnibus Equity Incentive Plan Performance Share Units Agreement

HF FOODS GROUP INC.

2018 OMNIBUS EQUITY INCENTIVE PLAN

PERFORMANCE SHARE UNIT

AMENDED AND RESTATED AWARDS AGREEMENT

This Amended and Restated Agreement (this “Agreement”) made as of [DATE], 2026 (the “Amendment Date”), by and between HF Foods Group Inc. (the “Company”), and [NAME] (the “Grantee”).

WITNESSETH:

WHEREAS, the Company has adopted and maintains the HF Foods Group Inc. 2018 Omnibus Equity Incentive Plan, effective August 10, 2018, amended as of June 3, 2024 and as may be further amended from time to time (the “Plan”);

WHEREAS, on April 15, 2026 (the “Grant Date”), the Company and the Grantee entered into that certain Performance Awards Agreement (the “Prior Agreement”), pursuant to which the Committee authorized the grant to the Grantee of a Performance-Based Award under the Plan in the form of performance-based restricted stock units (“PSUs”), on the terms and conditions set forth in the Plan and as provided in the Prior Agreement (the “PSU Award”); and

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HF FOODS GROUP INC.

SEVERANCE PLAN

AND SUMMARY PLAN DESCRIPTION

Amended and Restated as of

September 28, 2026

DB1/ 157521591.27

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AMENDED AND RESTATED
EMPLOYMENT AGREEMENT FOR FELIX LIN

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between HF Foods Group Inc. (the “Company”) and Felix Lin (the “Executive”) effective as of September 28. 2026 (the “Amendment Effective Date”).WHEREAS, the Company employs the Executive as its Chief Executive Officer and desires to continue to employ the Executive in that capacity, under the terms of this Agreement, and the Executive desires to continue to serve in such capacity on behalf of the Company; and

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LOAN CONVERSION AGREEMENT

**THIS LOAN CONVERSION AGREEMENT **(this “Agreement”) is made and entered into as of September 15, 2026 (the “Effective Date”) between VS MEDIA Holdings Limited, a British Virgin Islands business company, (the “Company”), and [_______________], a [_______________] (the “Lender” and, together with the Company, the “Parties”).

RECITALS

A. The Company and the Lender entered into that certain Loan Agreement dated August 3, 2026 (the “Loan Agreement”) pursuant to which the Lender provided a loan to the Company for a principal amount of US$[_______________] (the “Principal Amount”). As of the date hereof, the Company owes the Lender the Principal Amount, which shall be the loan amount converted pursuant to this Agreement, plus all accrued and unpaid interest thereon (the “Accrued Interest”). As consideration for the Lender entering into this Agreement, all Accrued Interest shall be completely forgiven and deemed cancelled as of the Effective Date.

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SECURITIES PURCHASE AGREEMENT

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of September 30, 2026 (the “Execution Date”), by and among (i) Tigerless AI Holdings Inc., a Nevada corporation (“Pubco” and, from and after the Merger Closing, the “Company”), (ii) Piermont Valley Acquisition Corp., a Cayman Islands exempted company (“Piermont”), (iii) Tigerless Health, Inc., a New York corporation (“Tigerless” and, together with Piermont and Pubco, the “Seller Parties”), and (iv) the purchaser identified on the signature page hereto (including its successors and permitted assigns, the “Purchaser”). The Seller Parties and the Purchaser are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

RECITALS

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Exhibit 10.42

** **

FORM OF LOCK-UP AGREEMENT

September 24, 2026

HCW Biologics Inc.

2929 N. Commerce Parkway

Miramar, FL 33025

*Re: *Securities Purchase Agreement, dated as of September 23, 2026 (the “Securities Purchase Agreement”), between HCW Biologics Inc. (the “Company”) and Purchasers (the “Purchasers”).

Ladies and Gentlemen:

Defined terms not otherwise defined in this letter agreement (the “Letter Agreement”) shall have the meanings set forth in the Securities Purchase Agreement. In satisfaction of a condition of the Company’s obligations under the Securities Purchase Agreement, the undersigned irrevocably agrees with the Company that, from the date hereof until one hundred eighty (180) days after the Closing Period (such period, the “Restriction Period”), the undersigned will not offer, sell, contract to sell, hypothecate, pledge or otherwise dispose of (or enter into any transaction which is designed to, or might reasonably be expected to, result in the disposition (whether by actual disposition or effective economic disposition due to cash settle

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EMPLOYMENT AGREEMENT

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of October 2, 2026 (the “Effective Date”), by and between Professional Diversity Network, Inc., a Delaware corporation (the “Company”), and Yiran Gu (the “Executive”).

WHEREAS, the Company desires to employ the Executive as its Chief Executive Officer and Chief Financial Officer; and

WHEREAS, the Executive desires to serve as Chief Executive Officer and Chief Financial Officer upon the terms and conditions set forth herein.

AGREEMENT

The parties agree as follows:

1. POSITION

The Executive hereby accepts employment as Chief Executive Officer and Chief Financial Officer of the Company (the “Employment”). The Executive shall report to and be subject to the oversight of the Board of Directors of the Company (the “Board”).

2. TERM

Subject to the terms and conditions of this Agreement, the term of the Employment shall be twelve (12) months commencing on October 2, 2026, unless terminated earlier pursuant to this Agreement.

3. DUTIES AND RESPONSIBILITIES

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FIRST AMENDMENT TO EMPLOYMENT AGREEMENT

Zoran Milošević

This First Amendment to Employment Agreement (this “Amendment”) is entered into as of September 29, 2026, by and between Meridian Tech Društvo Sa Ograničenom Odgovornošću Beograd, a private limited company organized under the laws of the Republic of Serbia (the “Company”), and Zoran Milošević (the “Executive”). Meridian Holdings Inc., a Nevada corporation formerly known as Golden Matrix Group, Inc. (“Meridian Holdings”), joins this Amendment solely to evidence the approval required by Section 17.7 of the Employment Agreement (defined below).

**WHEREAS, **the Company and the Executive are parties to that certain Employment Agreement having a Start Date of June 1, 2024 (the “Employment Agreement”)1;

**WHEREAS, **the Executive currently serves as the Chief Executive Officer of the Company and also serves as Chief Executive Officer of the Meridian Holdings;

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SECOND AMENDMENT TO** PROMISSORY NOTES**

This Second Amendment to Promissory Notes (this “Amendment”) dated as of the last dated signature of the Parties (as defined below) below, and effective as of the Effective Date (defined below), amends each of those certain Promissory Notes issued on April 9, 2024, by Meridian Holdings Inc., formerly Golden Matrix Group, Inc. (the “Company”): (a) to Aleksandar Milovanović (“Milovanović”), in the original principal amount of $13,250,000; (b) Zoran Milošević (“Milošević”), in the original principal amount of $1,250,000; and (c) Snežana Božović (“Božović”, and collectively with Milovanović and Milošević, the “Note Holders”), in the original principal amount of $625,000 (collectively, (a) through (c), as amended by the First Amendment to Promissory Notes dated April 27, 2026, the “Notes”). The Purchaser and the Note Holders are referred to herein as the “Parties” and individually as a “Party”.

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