Browse EX-10 agreements

EXECUTION COPY

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT (this “Agreement”) dated as ofJune 10, 2026,between WhiteHawk Minerals Corp., a Delaware incorporated company (“PubCo”), WhiteHawk Income Operating Partnership L.P., a Delaware limited partnership (“OpCo” and together with PubCo and any subsidiaries or affiliates as may employ Executive from time to time, the “Company”), and Jeffrey Slotterback (the “Executive”).

W I T N E S S E T H

WHEREAS, the Company desires to employ the Executive as Chief Financial Officer,Treasurer and Secretary of the Company; and

WHEREAS, the Company and the Executive desire to enter into this Agreement as tothe terms of the Executive’s employment with the Company.

NOW, THEREFORE, in consideration of the foregoing, of the mutual promisescontained herein and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

1. POSITION AND DUTIES.

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EXECUTION COPY

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT (this “Agreement”) dated as ofJune 10, 2026,between WhiteHawk Minerals Corp., a Delaware incorporated company (“PubCo”), WhiteHawk Income Operating Partnership L.P., a Delaware limited partnership (“OpCo” and together with PubCo and any subsidiaries or affiliates as may employ Executive from time to time, the “Company”), and Daniel Herz (the “Executive”).

W I T N E S S E T H

WHEREAS, the Company desires to continue to employ the Executive as ChiefExecutive Officer of the Company; and

WHEREAS, the Company and the Executive desire to enter into this Agreement as tothe terms of the Executive’s employment with the Company.

NOW, THEREFORE, in consideration of the foregoing, of the mutual promisescontained herein and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

1. POSITION AND DUTIES.

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Execution Version

 

 

 

FIRST AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

DATED AS OF JUNE 10, 2026

AMONG

WHITEHAWK MINERALS CORP.

(FORMERLY KNOWN AS WHITEHAWK INCOME CORPORATION)

AS PARENT,

WHITEHAWK INCOME OPERATING PARTNERSHIP L.P.

AS BORROWER,

CAPITAL ONE, NATIONAL ASSOCIATION,

AS ADMINISTRATIVE AGENT AND

ISSUING BANK

AND

THE LENDERS PARTY HERETO

 

 

CAPITAL ONE, NATIONAL ASSOCIATION,

AS JOINT LEAD ARRANGER AND SOLE BOOKRUNNER

U.S. BANK NATIONAL ASSOCIATION,

AS JOINT LEAD ARRANGER

 

 

 

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FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT

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REGISTRATION RIGHTS AGREEMENT

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of June 10, 2026 by and among WhiteHawk Minerals Corp., a Delaware corporation (the “Company”), and the Holders (as defined herein) who are or become parties hereto.

RECITALS

WHEREAS, the Company and the Holders desire to enter into this Agreement, pursuantto which the Company shall grant the Holders certain registration rights with respect to certain securities of the Company, as set forth in this Agreement.

NOW, THEREFORE, in consideration of the representations, covenants andagreements contained herein, and certain other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, hereby agree as follows:

ARTICLE I.

DEFINITIONS

Section 1.01 Definitions. The terms defined in thisArticle Ishall, for all purposes ofthis Agreement, have the respective meanings set forth below:

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CONTRIBUTION AGREEMENT

by and among

WhiteHawk Income Corporation, a Delaware corporation,

WhiteHawk Income Operating Partnership L.P., a Delaware limited partnership,

WhiteHawk Management LLC, a Delaware limited liability company,

and

WhiteHawk Minerals LLC, a Delaware limited liability company,

dated as of

June 9, 2026

 

 

 

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TABLE OF CONTENTS

 

 

  

Page

 

Article I CONTRIBUTION OF THE INTERESTS

  

 

2

 

Section 1.01

 

CONTRIBUTION OF THE INTERESTS

  

 

2

 

Section 1.02

 

SUBSCRIPTION TO WHIC SHARES

  

 

2

 

Section 1.03

 

MISDIRECTED ASSETS, LIABILITIES AND PAYMENTS

  

 

2

 

Article II CONTRIBUTION CONSIDERATION

  

 

2

 

Section 2.01

 

CONTRIBUTION AND SUBSCRIPTION CONSIDERATION

  

 

2

 

Section 2.02

 

EARNOUT CONSIDERATION

  

 

2

 

Section 2.03

 

INTENDED TAX TREATMENT

  

 

6

 

Article III CLOSING

  

 

6

 

Section 3.01

 

CLOSING AND PLACE

  

 

6

 

Section 3.02

 

CONDITIONS PRECEDENT

  

 

6

 

Section 3.03

 

COSTS

  

 

9

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Execution Version

 

BANK OF AMERICA, N.A.

BOFA SECURITIES, INC.

One Bryant Park

New York, NY 10036

BARCLAYS

745 Seventh Avenue

New York, NY 10019

 

CONFIDENTIAL

 

June 10, 2026

 

Figure Technology Solutions, Inc.

650 California Street, Suite 2700

San Francisco, CA 94108

Attention: Macrina Kgil, CFO

 

project mason

$600 Million Unsecured 364-Day Bridge Loan Facility Commitment Letter

 

Ladies and Gentlemen:

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Execution Version

 

AMENDMENT NO. 3 TO CREDIT AGREEMENT

 

THIS AMENDMENT NO. 3 TO CREDIT AGREEMENT (this “Amendment”) is made as of June 10, 2026, by and among HNI CORPORATION, an Iowa corporation (the “Borrower”), the other Credit Parties party hereto with respect to Section 8 hereof, the 2026 Refinancing Term Lenders (as defined below), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (in such capacity, the “Administrative Agent”), under that certain Credit Agreement, dated as of September 5, 2025, by and among the Borrower, certain Subsidiaries of the Borrower from time to time party thereto, the lenders party thereto and the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time, including by Amendment No. 1 to Credit Agreement, dated as of November 5, 2025, and Amendment No. 2 to Credit Agreement, dated as of December 10, 2025, the “Credit Agreement”; the Credit Agreement as amended by this Amendment, the “Amended Credit Agreement”). Capitalized terms used but not otherwise defined herein shall have the respe

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Exhibit 10.4

 

PERPETUA RESOURCES CORP.

2026 EQUITY INCENTIVE PLAN

 

DEFERRED SHARE UNIT AWARD AGREEMENT

 

Subject to the terms and conditions of this Deferred Share Unit Award Agreement (this "Award Agreement"), and the Perpetua Resources Corp. 2026 Equity Incentive Plan (the "Plan"), the below Director (the "Director") of Perpetua Resources Corp. (the "Company") is hereby granted the below number of Restricted Share Units (denominated herein as "DSUs") by the Company. Unless otherwise indicated, all defined terms not defined herein shall be as defined in the Plan.

 

Identifying Information:

 

Director's Name

 

Date of Grant:

 

and Address:

 

Number of DSUs:

 

 

 

 

 

 

1.          Vesting Schedule. The DSUs shall be fully vested on the Date of Grant.

 

2.          Dividend Equivalents. The Company shall pay Dividend Equivalent Rights in accordance with the terms of the Plan.

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Exhibit 10.2

 

PERPETUA RESOURCES CORP.

2026 EQUITY INCENTIVE PLAN

 

RESTRICTED SHARE UNIT AWARD AGREEMENT

 

Subject to the terms and conditions of this Restricted Share Unit Award Agreement (this "Award Agreement"), and the Perpetua Resources Corp. 2026 Equity Incentive Plan (the "Plan"), the below individual (the "Participant") is hereby granted the below number of Restricted Share Units (the "RSUs") by Perpetua Resources Corp. (the "Company"). Unless otherwise indicated, all defined terms not defined herein shall be as defined in the Plan.

 

Identifying Information:

 

Participant Name

 

Date of Grant:

 

and Address:

 

Number of RSUs:

 

 

 

Vesting Commencement Date:

 

 

1.          Vesting Schedule. Subject to the Participant’s continuous status as a Service Provider and any other limitations set forth in the Plan, including Section 9 of this Award Agreement, the RSUs shall vest, if at all, over a [__]-year period in accordance with the following vesting schedule (the "Vesting Schedule"):

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PERPETUA RESOURCES CORP.

2026 EQUITY INCENTIVE PLAN

 

PERFORMANCE SHARE UNIT AWARD AGREEMENT

 

Subject to the terms and conditions of this Performance Share Unit Award Agreement (this "Award Agreement"), and the Perpetua Resources Corp. 2026 Equity Incentive Plan (the "Plan"), the below individual (the "Participant") is hereby granted the below number of Performance Share Units (the "PSUs") by Perpetua Resources Corp. (the "Company"). Unless otherwise indicated, all defined terms not defined herein shall be as defined in the Plan.

 

Identifying Information:

 

Participant Name

 

Date of Grant:

 

and Address:

 

Number of PSUs:

 

 

 

Vesting Commencement Date:

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Exhibit 10.1

 

PERPETUA RESOURCES CORP. 2026 EQUITY INCENTIVE PLAN

 

1.             Purposes of this Plan. The purpose of this Plan is to: (i) attract and retain the best available personnel for positions of substantial responsibility, (ii) provide additional incentive to Employees, Directors and Consultants, and (iii) promote the success of the Company's business by offering these individuals an opportunity to acquire a proprietary interest in the success of the Company, or to increase this interest, by permitting them to receive Shares of the Company. This Plan permits the grant of Options, Share Appreciation Rights, Restricted Shares, Restricted Share Units, Performance Shares, Performance Share Units, and Other Share-Based Awards.

 

2.             Definitions. As used in this Plan, the following definitions apply:

 

(a)            "Administrator" means the Board or any of its Committees that are administering this Plan, in accordance with Section 4 of this Plan.

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E****xhibit 10.22

REGISTRATION RIGHTS AGREEMENT

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 10, 2026, is by and between Lucid Capital Markets, LLC, a New York limited liability company (the “Investor”), and Swarmer, Inc, a Delaware corporation (the “Company”).

RECITALS

A.The Company and the Investor have entered into that certain Common Stock Purchase Agreement, dated as of the date hereof (the “Purchase Agreement”), pursuant to which the Company may issue, from time to time, to the Investor up to the lesser of (i) 3,000,000 newly issued shares of the Company’s common stock, par value $0.00001 per share (“Common Stock”), and (ii) in the event of a transaction in which the Average Price (as defined in the Purchase Agreement) is less than the Base Price (as defined in the Purchase Agreement), the Exchange Cap (to the extent applicable under Section 3.4 of the Purchase Agreement), as provided for therein.

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