ALPHABET INC. AMENDED AND RESTATED 2021 STOCK PLAN

 

Purpose of the Plan

This Plan is intended to promote the interests of the Company and its stockholders by providing the employees and consultants of the Company and members of the Board of Directors with incentives and rewards to encourage them to continue in the service of the Company and with a proprietary interest in pursuing the long-term growth, profitability and financial success of the Company.

 

Definitions

As used in the Plan or in any instrument governing the terms of any Incentive Award, the following definitions apply to the terms indicated below:

 

 

(a)

“Alphabet” means Alphabet Inc., a Delaware corporation.

 

 

(b)

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PLACEMENT AGENCY AGREEMENT

June 9, 2026

 

Ladenburg Thalmann & Co. Inc.

999 Vanderbilt Beach Road, Suite 200

Naples, Florida 34105

 

Ladies and Gentlemen:

 

Introduction. Subject to the terms and conditions herein (this “Agreement”), AIM ImmunoTech, Inc., a Delaware corporation (the “Company”), hereby agrees to sell (A) up to 2,554,119 registered shares (the “Registered Shares”) of common stock, par value $0.001 per share (“Common Stock”), (B) up to 771,503 unregistered shares (the “Unregistered Shares”, and together with the Registered Shares, the “Shares”) of Common Stock, (C), at the election of the Investor, in lieu of the Registered Stock, up to 1,782,616 unregistered pre-funded warrants to purchase 1,782,616 shares of Common Stock (the “Pre-Funded Warrants”); and (D) Class J Common Stock purchase warrants (the “Warrants”) to purchase up to an aggregate of 10,216,476 shares of Common Stock. Each Pre-Funded Warrant will be exercisable upon issuance and will expire when exercised in full. The Warrant will be exercisable on the date of receipt of shareholder approv

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of June 9, 2026, between AIM ImmunoTech, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

 

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to (i) an effective registration statement under the Securities Act of 1933, as amended (the “Securities Act”) as to the Registered Shares, and (ii) an exemption from the registration requirements of Section 5 of the Securities Act contained in Section 4(a)(2) thereof and/or Regulation D thereunder as to the Pre-Funded Warrants, the Pre-Funded Warrant Shares, the Unregistered Shares, the Common Warrants and the Common Warrant Shares, the Company desires to issue and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, securities of the Company as more fully described in this Agreement.

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Document

Exhibit 10.2

BEONE MEDICINES LTD.

SIXTH AMENDED AND RESTATED 2018 EMPLOYEE SHARE PURCHASE PLAN

The purpose of the BeOne Medicines Ltd. Sixth Amended and Restated 2018 Employee Share Purchase Plan (the “Plan”) is to provide the Participants (as defined in Section 1) with opportunities to purchase Shares (either in the form of Ordinary Shares or ADSs).

The Plan includes two components: a Code Section 423 component (the “423 Component”) and a non-Code Section 423 component (the “Non-423 Component”). The 423 Component is intended to constitute an “employee stock purchase plan” within the meaning of Section 423(b) of the United States Internal Revenue Code of 1986, as amended (the “Code”), and the 423 Component shall be interpreted in accordance with that intent. Under the Non-423 Component, which does not qualify as an “employee stock purchase plan” within the meaning of Section 423(b) of the Code, Options may be granted pursuant to any rules, procedures, agreements, appendices or sub-plans adopted by the Administrator in offering the Plan to eligible employees participatin

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Document

Exhibit 10.1

BEONE MEDICINES LTD.

FIFTH AMENDED AND RESTATED 2016 SHARE OPTION AND INCENTIVE PLAN

 

SECTION 1.      GENERAL PURPOSE OF THE PLAN; DEFINITIONS

 

The name of the plan is the BeOne Medicines Ltd. Fifth Amended and Restated 2016 Share Option and Incentive Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of BeOne Medicines Ltd. (the “Company”) and its Subsidiaries (together with the Company, the “Group”) upon whose judgment, initiative and efforts the Company largely depends for the successful conduct of its businesses to acquire a proprietary interest in the Company. It is anticipated that providing such persons with a direct stake in the Company will assure a closer identification of their interests with those of the Company and its shareholders, thereby stimulating their efforts on the Company’s behalf and strengthening their desire to remain with the Company.

The following terms shall be defined as set forth below:

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Document

5 June 2026

BALLY’S INTRALOT S.A.

(as Bidco)

and

BALLY’S INTRALOT JERSEY SECURITIES LIMITED

(as JerseyCo)

and

EVOKE PLC

(as Target)

COOPERATION AGREEMENT

related to the proposed acquisition of

EVOKE PLC

99 Bishopsgate London EC2M 3XF United Kingdom Tel: +44.20.7710.1000

www.lw.com

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CONTENTS

Clause

Page

DEFINITIONS AND INTERPRETATION

1

PUBLICATION OF THE ANNOUNCEMENT AND THE TERMS OF THE PROPOSED ACQUISITION

10

APPLICATION OF THE CODE

10

CODE COMMITTEE MATTERS

12

REGULATORY CLEARANCES

16

BIDCO DOCUMENTS, SHARES AND BOARD RECOMMENDATION

20

SCHEME DOCUMENT

21

IMPLEMENTATION OF THE PROPOSED ACQUISITION

23

SWITCHING TO A TAKEOVER OFFER

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ALPHATEC HOLDINGS, INC.

2026 EQUITY INCENTIVE PLAN

ARTICLE I Purpose

 

The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. Capitalized terms used in the Plan are defined in Article XI.

ARTICLE II Eligibility

 

Service Providers are eligible to be granted Awards under the Plan, subject to the limitations described herein.

ARTICLE III Administration and Delegation

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ALPHATEC HOLDINGS, INC.

EMPLOYEE STOCK PURCHASE PLAN

ARTICLE I Purpose

The Plan is intended to provide employees of the Company and its Participating Subsidiaries with an opportunity to acquire a proprietary interest in the Company through the purchase of shares of Common Stock. The Company intends that the Plan qualify as an “employee stock purchase plan” under Section 423 of the Code and the Plan shall be interpreted in a manner that is consistent with that intent.

ARTICLE II Administration

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STOCK PURCHASE AGREEMENT

This STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of June 9, 2026 (the “Effective Date”), by and between Regeneron Pharmaceuticals, Inc. (the “Investor”), and Parabilis Medicines, Inc., a Delaware corporation (the “Company”).

WHEREAS, the Company is proposing to issue and sell to the Investor (the “Offering”) $75,000,000 of the Company’s common stock, $0.0001 par value per share (the “Common Stock”), contemporaneously with the Company’s initial public offering of Common Stock (“IPO”), pursuant to the terms and subject to the conditions set forth in this Agreement;

WHEREAS, the closing of the Offering shall take place concurrently with the closing of the IPO (the “IPO Closing Time”) and at a price per share equal to ninety percent (90%) of the initial public offering price per share that the Common Stock is sold to the public in the IPO as set forth on the cover of the final prospectus filed with the U.S. Securities and Exchange Commission (the “SEC”) (the “IPO-Based Purchase Price”);

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Execution Version

 

Published CUSIP Number:

00783SAA9

 

Revolving Loan Facility CUSIP Number:

00783SAB7

  

CREDIT AGREEMENT

 

Dated as of June 10, 2026

 

among

 

AECOM

and

CERTAIN SUBSIDIARIES OF AECOM,

 

as Borrowers,

 

BANK OF AMERICA, N.A., as Administrative Agent and Swing Line Lender,

 

And

The Other Lenders Party Hereto

 

JPMORGAN CHASE BANK, N.A., BNP PARIBAS SECURITIES CORP., and TRUIST BANK,

as Co-Syndication Agents

 

CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, PNC CAPITAL MARKETS LLC,

and HSBC SECURITIES (USA) INC.,

as Joint Lead Arrangers and Co-Documentation Agents

 

BANK OF AMERICA, N.A., JPMORGAN CHASE BANK, N.A., BNP PARIBAS SECURITIES CORP., and

TRUIST SECURITIES, INC.,

as Joint Lead Arrangers and Joint Bookrunners

 

 

 

 

TABLE OF CONTENTS

 

 

Page

ARTICLE I DEFINITIONS AND ACCOUNTING TERMS

1

1.01

Defined Terms

43

1.02

Other Interpretive Provisions

43

1.03

Accounting Terms

43

1.04

Rounding

45

1.05

Currency Equivalents Generally

45

1.06

[Reserved]

45

1.07

[Reserved]

45

1.08

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THIS NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR UPON RECEIPT BY THE COMPANY OF AN OPINION OF COUNSEL ACCEPTABLE TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE. THE PRINCIPAL AMOUNT REPRESENTED BY THIS NOTE AND, ACCORDINGLY, THE SECURITIES ISSUABLE UPON CONVERSION HEREOF, MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF, PURSUANT TO THE TERMS OF THIS NOTE.

VSEE HEALTH, INC.

 

Secured Promissory Note

 

Original Issuance Date: June 08, 2026

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SECURITIES PURCHASE AGREEMENT

 

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 8, 2026, by and between VSEE HEALTH INC., a Delaware corporation, with its address at 980 N Federal Highway Boca Raton, FL 33432 (the “Company”), and ADI Funding LLC, a Florida limited liability company, with its address at 7050 Aloma Ave, Winter Park, Florida 32792 (the “Buyer”).

 

WHEREAS:

 

A. The Company and the Buyer are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by the rules and regulations as promulgated by the United States Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (the “1933 Act”); and

 

B. Buyer desires to purchase and the Company desires to issue and sell, upon the terms and conditions set forth in this Agreement, a promissory note of the Company, in the form attached hereto as Exhibit A, in the aggregate principal amount of $271,739.13 (including $21,739.13 of Original Issue Discount) (the “Note”).

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