Browse EX-10 agreements

EXTENSION TO EMPLOYMENT AGREEMENT

This Extension to Employment Agreement (the “Extension”) effective as of July 1, 2026, between Anil R. Diwan, c/o NanoViricides, Inc., 1 Controls Drive, Shelton, CT 06484 (“Employee”), and NanoViricides, Inc., a corporation with offices at 1 Controls Drive, Shelton, CT 06484 (“the Company,” and collectively with the Employee, the “Parties”).

**WHEREAS, **the Parties entered into that certain Employment Agreement on July 11, 2018 which was extended and expired pursuant to its terms on June 30, 2026 (the “Employment Agreement”);

WHEREAS, the parties hereto desire to extend the term of the Employment Agreement and to add to and/or revise the terms and conditions of the Employment Agreement; and

WHEREAS, the Parties hereto desire that all other terms and conditions of the Employment Agreement not specifically amended hereby will remain in full force and effect;

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EXTENSION TO CHIEF FINANCIAL OFFICER EMPLOYMENT AGREEMENT

This Extension to Employment Agreement (the “Extension”) effective as of July 1, 2026, between MEETA VYAS, c/o NanoViricides, Inc., 1 Controls Drive, Shelton, CT 06484 (“Employee”), and NanoViricides, Inc., a corporation with offices at 1 Controls Drive, Shelton, CT 06484 (“the Company,” and collectively with the Employee, the “Parties”).

**WHEREAS, **the Parties entered into that certain Employment Agreement on May 31, 2013, which as, extended, expired pursuant to its terms on June 30, 2026 (the “CFO Employment Agreement”);

WHEREAS, the parties hereto desire to extend the term of the CFO Employment Agreement and to add to and/or revise the terms and conditions of the CFO Employment Agreement; and

WHEREAS, the Parties hereto desire that all other terms and conditions of the CFO Employment Agreement not specifically amended hereby will remain in full force and effect;

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THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS PROMISSORY NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

UNSECURED PROMISSORY NOTE

Principal Amount: $184,635.00		Date: September 28, 2026

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PETMED EXPRESS, INC.

2024 INDUCEMENT INCENTIVE PLAN,

AS AMENDED AND RESTATED EFFECTIVE AS OF SEPTEMBER 27, 2026

1. Purpose; Effective Date.

(a) Purpose. The PetMed Express, Inc. 2024 Inducement Incentive Plan (as amended and restated, the “Plan”) has two complementary purposes: (i) to attract and retain outstanding individuals to serve as employees and (ii) to increase stockholder value. The Plan will provide participants incentives to increase stockholder value by offering the opportunity to acquire shares of the Company’s common stock, receive monetary payments based on the value of such common stock, or receive other incentive compensation, on the potentially favorable terms that this Plan provides.

(b) Effective Date. The Plan originally became effective on, and Awards may be granted under this Plan on and after, the Effective Date. The Plan will terminate as provided in Section 14.

2. Definitions. Capitalized terms used and not otherwise defined in this Plan or in any Award agreement have the following meanings:

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REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of September 25, 2026 is made by and between YA II PN, LTD., a Cayman Islands exempt limited company (the “Investor”), and AZIO AI HOLDINGS, INC. (formerly, Envirotech Vehicles, Inc.),** **a Delaware corporation (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties.”

WHEREAS, the Company and the Investor have entered into that certain Standby Equity Purchase Agreement, dated as of the date hereof (the “Purchase Agreement”), pursuant to which the Company may, from time to time, issue and sell to the Investor up to $50 million of newly issued shares of the Company’s shares of Common Stock, par value $0.00001 per share (the “Common Shares” and such Common Shares issued and sold to the Investor pursuant to the Purchase Agreement, the “SEPA Shares”);

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NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD 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 IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES.

AZIO AI HOLDINGS, INC. (formerly, Envirotech Vehicles, Inc.)

Convertible Promissory Note

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STANDBY EQUITY PURCHASE AGREEMENT

THIS STANDBY EQUITY PURCHASE AGREEMENT (this “Agreement”) dated as of September 25, 2026, is made by and between YA II PN, LTD., a Cayman Islands exempt limited company (the “Investor”), and** AZIO AI HOLDINGS, INC. (formerly, Envirotech Vehicles, Inc.), **a company incorporated under the laws of the State of Delaware (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties.”

WHEREAS, the Parties desire that, upon the terms and subject to the conditions contained herein, the Company shall have the right to issue and sell to the Investor, from time to time as provided herein, and the Investor shall purchase from the Company, up to $50 million of the Company’s shares of common stock, par value $0.00001 per share (the “Common Shares”);

WHEREAS, the Common Shares are listed for trading on the Nasdaq Capital Market under the symbol “AZIO;”

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CREDIT AGREEMENT

Dated as of September 28, 2026

between

VB THIRTEEN, LLC AND VB FOURTEEN, LLC,
as Borrower,

THE LENDERS PARTY HERETO,

and

THE OHIO STATE LIFE INSURANCE COMPANY,
as Administrative Agent, Sole Lead Arranger
and Sole Bookrunner

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TABLE OF CONTENTS

Page

Article I. Definitions and Accounting Terms.		5
1.01	Defined Terms	5
1.02	Other Interpretive Provisions	20
1.03	Accounting Terms	21

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	Banking relationship 0247 00554949
	(for internal bank use only)

UBS Switzerland AG

Casella Postale 1064

6830 Chiasso

Tel. +41-91-801 66 88

ubs.com

Credit Agreement

UBS Corporate Financing

1.	Borrower NAIE Natural Alternatives International Europe SA Via Cantonale 6928 Manno (hereinafter referred to as the ‘Borrower’)

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September 25, 2026

Attn: Joseph N. Forkey

Precision Optics Corporation, Inc.

22 East Broadway

Gardner MA 01440

RE:          FY 6/30/2026 Covenant Waiver - #6180851, #6180861 & #630006379

Dear Mr. Forkey,

Precision Optics Corporation, Inc. has relayed it will not meet its minimum annual debt service coverage covenant of 1.20x for the reporting period ending June 30, 2026, as defined in the loan and security agreement, dated October 4, 2021 and amended June 2, 2023, and other documents related to Borrower loans.

Main Street Bank herein agrees that the Borrower’s Minimum Annual Debt Service Coverage Ratio Covenant Default for the reporting period ending June 30, 2026, is hereby waived, and that the Borrower’s Minimum Annual Debt Service Coverage Ratio Covenant for future reporting periods is hereby waived subject to the following:

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**THIRD AMENDMENT **

**TO **

LOAN AGREEMENT

This Third Amendment is made as of September 25, 2026, by and between **PRECISION OPTICS CORPORATION, INC., **a Massachusetts corporation with its principal place of business at 22 East Broadway, Gardner, Massachusetts 01440 (the "Borrower") and **MAIN STREET BANK, **a Massachusetts bank with a principal place of business at 81 Granger Boulevard, Marlborough, Massachusetts 01752 (the "Bank").

**WHEREAS, **the Borrower entered into a Loan Agreement with the Bank dated as of October 4, 2021, as amended by a First Amendment dated as of May 17, 2022, and a Second Amendment dated as of June 2, 2023 (as amended, the "Loan Agreement") in connection with a $500,000 revolving line of credit loan facility, increased by way of the Second Amendment to $1,250,000, and a $2,600,000 term loan facility; and

**WHEREAS, **the Borrower has requested a DSCR Covenant Waiver for FYE 6/30/2026 and the Bank has consented to said waiver;

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WORKHORSE GROUP INC.

VALUE CREATION INCENTIVE PLAN

1.Purposes of the Plan. The Plan is intended to increase shareholder value and the long-term success of the Company by motivating Employees to (a) perform to the best of their abilities, and (b) achieve the Company’s performance objectives through the granting of Performance Awards that may be earned by eligible selected Employees. The Plan sets forth the guidelines to be considered by the Plan Administrator in granting such Performance Awards.

2.Definitions.

(a)“Achievement Date” means with respect to any Performance Goal, the date on which the Performance Goal is achieved.

(b)“Actual Award” means with respect to any Performance Period, the actual award amount (if any) determined to be payable to a Participant for the Performance Period.

(c)“Affiliate” means any corporation or other entity (including, but not limited to, partnerships and joint ventures) controlled by the Company.

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