EMPLOYMENT AGREEMENT

This Employment Agreement (“Agreement”) is made between Parabilis Medicines, Inc., a Delaware corporation (the “Company”), and [•1] (“You”) and is effective as of the closing of the Company’s first underwritten public offering of its equity securities pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “Effective Date”). Except with respect to any confidentiality, assignment of invention, or restrictive covenant agreements between you and the Company and the Equity Documents (as defined below), this Agreement supersedes in all respects all prior agreements between you and the Company regarding the subject matter herein, including without limitation (i) the Employment Agreement between you and the Company dated [•2] (the “Prior Agreement”), and (ii) any offer letter, employment agreement or severance agreement.

WHEREAS, the Company desires to continue to employ you and you desire to continue to be employed by the Company on the new terms and conditions contained herein.

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MASTER REORGANIZATION AGREEMENT BY AND AMONG

X-ENERGY REACTOR COMPANY, LLC, X-ENERGY, INC.,

AND THE OTHER PARTIES HERETO

April 23, 2026

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TABLE OF CONTENTS

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Article I DEFINITIONS AND CONSTRUCTION		1
Section 1.1	Definitions	1
Section 1.2	Other Definitions	4
Section 1.3	Headings; References; Interpretation	5
Article II RESTRUCTURING ACTIONS AND RELATED MATTERS		6
Section 2.1	Recapitalization	6
Section 2.2	Amended and Restated Certificate of Incorporation and Bylaws of PubCo	7
Section 2.3	Blocker Merger	7
Section 2.4	Directors and Officers	8
Section 2.5	XERC Member Contributions and Subscriptions	8
Section 2.6	Amendment and Restatement of Limited Liability Company Agreements	10
Section 2.7	PubCo Contributions	10
Section 2.8	Management Holdings Liquidation	10
Article III INITIAL PUBLIC OFFERING AND RELATED MATTERS		11
Section 3.1	Underwriters Agreement	11
Section 3.2	Tax Receivable Agreement	11

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FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

THIS FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of April 23, 2026, by and among X-Energy, Inc., a Delaware corporation (the “Corporation”), each of the investors listed on Schedule A to this Agreement and any additional investor that becomes a party to this Agreement in accordance with Section 2.12 of this Agreement, each of which is referred to in this Agreement as a “Holder”.

RECITALS:

A.

The Corporation is contemplating an offer and sale of shares of its Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), to the public in an underwritten initial public offering (the “IPO”).

B.

The Corporation desires to use a portion of the net proceeds from the IPO to purchase Common Units (as defined below) of X-Energy Reactor Company, LLC, a Delaware limited liability company (the “Company”), and the Company desires to issue its Common Units to the Corporation in exchange for such portion of the net proceeds from the IPO.

C.

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TAX RECEIVABLE AGREEMENT by and among X-ENERGY, INC. X-ENERGY REACTOR COMPANY, LLC THE TRA PARTIES and OTHER PERSONS FROM TIME TO TIME PARTY HERETO Dated as of April 23, 2026

|US-DOCS\170052853.6||

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TABLE OF CONTENTS

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Article I Definitions		2
Section 1.1.	Definitions	2
Section 1.2.	Rules of Construction	12
Article II Determination of Realized Tax Benefit		13
Section 2.1.	Basis Adjustments; XERC 754 Election	13
Section 2.2.	Attribute Schedules	14
Section 2.3.	Tax Benefit Schedules	14
Section 2.4.	Procedures; Amendments	15
Article III Tax Benefit Payments		16
Section 3.1.	Timing and Amount of Tax Benefit Payments	16
Section 3.2.	No Duplicative Payments	19
Section 3.3.	Pro-Ration of Payments as Between the TRA Parties	19
Section 3.4.	Overpayments	20
Article IV Termination		20
Section 4.1.	Early Termination of Agreement; Acceleration Events	20
Section 4.2.	Early Termination Notice	21

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X-ENERGY, INC.

2026 EQUITY INCENTIVE PLAN

RESTRICTED STOCK Unit Grant Notice

X-Energy, Inc., a Delaware corporation (the “Company”), has granted to the participant listed below (“Participant”) the Restricted Stock Units (the “RSUs”) described in this Restricted Stock Unit Grant Notice (this “Grant Notice”), subject to the terms and conditions of the X-Energy, Inc. 2026 Equity Incentive Plan (as amended from time to time, the “Plan”) and the Restricted Stock Unit Agreement attached hereto as Exhibit A (the “Agreement”), both of which are incorporated into this Grant Notice by reference. Capitalized terms not specifically defined in this Grant Notice or the Agreement have the meanings given to them in the Plan.

Participant:	[To be specified]
Grant Date:	[To be specified]
Number of RSUs:	[To be specified]
Vesting Commencement Date:	[To be specified]
Vesting Schedule:	[To be specified]

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X-ENERGY, INC.

2026 EQUITY INCENTIVE PLAN

STOCK OPTION GRANT NOTICE

X-Energy, Inc., a Delaware corporation (the “Company”) has granted to Participant listed below (“Participant”) the stock option (the “Option”) described in this Stock Option Grant Notice (the “Grant Notice”), subject to the terms and conditions of the X-Energy, Inc. 2026 Equity Incentive Plan (as amended from time to time, the “Plan”) and the Stock Option Agreement attached hereto as Exhibit A (the “Agreement”), both of which are incorporated into this Grant Notice by reference. Capitalized terms not specifically defined in this Grant Notice or the Agreement have the meanings given to them in the Plan.

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X-ENERGY REACTOR COMPANY, LLC

EIGHTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT

Dated as of April 23, 2026

THE MEMBERSHIP INTERESTS REPRESENTED BY THIS EIGHTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. SUCH MEMBERSHIP INTERESTS MAY NOT BE SOLD, ASSIGNED, PLEDGED OR OTHERWISE DISPOSED OF AT ANY TIME WITHOUT EFFECTIVE REGISTRATION UNDER SUCH ACT AND LAWS OR EXEMPTION FROM SUCH ACT AND LAWS, AND COMPLIANCE WITH THE OTHER SUBSTANTIAL RESTRICTIONS ON TRANSFERABILITY SET FORTH IN THIS AGREEMENT.

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FORM OF INDEMNIFICATION AGREEMENT

This Agreement, made and entered into effective as of __________, 2026 (“Agreement”), by and between Watu Metals Acquisition Corporation, a Cayman Islands exempted company (“Company”), and the undersigned indemnitee (“Indemnitee”).

WHEREAS, the adoption of the Sarbanes-Oxley Act of 2002 and other laws, rules and regulations being promulgated have increased the potential for liability of officers and directors;

WHEREAS, the board of directors of the Company (“Board”) has determined that the ability to attract and retain such persons is in the best interests of the Company’s shareholders;

WHEREAS, it is reasonable, prudent and necessary for the Company to obligate itself contractually to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that such persons will serve or continue to serve the Company free from undue concern that they will not be adequately indemnified;

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WATU METALS ACQUISITION CORPORATION AMENDED AND RESTATED FOUNDER SHARE SUBSCRIPTION AGREEMENT

May 22, 2026

Waru Capital Holding Limited

RE:	Founder Share Subscription Agreement

Ladies and Gentlemen:

This amended and restated founder shares subscription agreement (this “Agreement”) is entered into on May 22, 2026 by and between Waru Capital Holding Limited, a Cayman Islands exempted company (the “Subscriber” or “you”), and Watu Metals Acquisition Corporation, a Cayman Islands exempted company (the “Company,” “we” or “us”). The parties hereto entered into a securities subscription agreement on October 15, 2025 (the “Prior Shares Subscription Agreement”) under which the Subscriber subscribed for an aggregate of 1,437,500 ordinary shares (the “Shares”), par value $0.0001 per share, of the Company, and the Company issued the Shares to the Buyer, on the terms and subject to the conditions since the date thereof. Now, the parties hereto amend and restate, in its entirety, the Prior Securities Subscription Agreement and instead

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FORM OF EMPLOYMENT AGREEMENT

(the “Agreement”)

THIS AGREEMENT is dated as of [Date], and is made BETWEEN:

(1)	WATU METALS ACQUISITION CORPORATION, a company incorporated under the law of Cayman Islands (the “Company”); and

(2)	[Name], a citizen of [●] with ID number [●] (the “Employee”).

NOW IT IS HEREBY AGREED as follows:

Definitions

In this Agreement:

“Commencement Date” means [Date] or such other date to be agreed upon and, if applicable, dependent on successfully obtaining an employment visa;

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REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of ______, 2026, by and among Watu Metals Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Waru Capital Holding Limited, a Cayman Islands exempted company (the “Investor”).

RECITALS

WHEREAS, an aggregate of 2,875,000 Ordinary Shares were issued to the Sponsor, of which an aggregate of up to 375,000 Ordinary Shares are subject to forfeiture by the Sponsor to the extent that the underwriters’ over-allotment option in connection with the Company’s initial public offering (“IPO”) is not exercised in full or in part;

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Watu Metals Acquisition Corporation

[Address]

Chardan Capital Markets, LLC

1 Penn Plaza, Suite 4800

New York, NY 10119

	Re:	Initial Public Offering

Ladies and Gentlemen:

This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Watu Metals Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Chardan Capital Markets, LLC, as the representative (the “Representative”) of the underwriters named on Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), and one right to receive one-eighth (1/8) of one Ordinary Share (“Rights”). Certain capitalized terms used herein are defined in paragraph 13 hereof.

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