Browse EX-10 agreements

VOTING AND SUPPORT AGREEMENT

THIS VOTING AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of May 12, 2026, by and among BROOKFIELD BANCSHARES, INC., a Delaware corporation (“Purchaser”), and those directors and/or officers of NSTS BANCORP, INC., a Delaware corporation (the “Company”) whose names appear on the signature page of this Agreement and who own or control the voting of any shares of common stock of the Company (such stockholders collectively referred to in this Agreement as the “Principal Stockholders,” and individually as a “Principal Stockholder”).

Recitals

A.           As of the date hereof, each Principal Stockholder is the owner or controls the vote of certain shares of the Company’s common stock, $0.01 par value per share (“Company Common Stock”).

B.          Purchaser is contemplating the acquisition of the Company by means of a merger (the “Merger”) of a wholly-owned subsidiary of Purchaser with and into the Company, all pursuant to an Agreement and Plan of Merger, dated as of May 12, 2026 (the “Merger Agreement”), by and among Purchaser, the Company and BRKD Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of Purchaser.

C.           As a condition and inducement for Purchaser to enter into the Merger Agreement, each Principal Stockholder is entering into this Agreement.

D.           Each Principal Stockholder believes it is in his or her best interest as well as the best interest of the Company for Purchaser and the Company to consummate the Merger.

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CREDIT AGREEMENT

Dated as of May 12, 2026

among

SOLARIS ENERGY INFRASTRUCTURE, LLC,

as the Borrower,

SOLARIS ENERGY INFRASTRUCTURE, INC.,

as Parent

MUFG BANK, LTD.,

as Administrative Agent,

CSC DELAWARE TRUST COMPANY,

as Collateral Agent,

and

THE LENDERS AND L/C ISSUERS PARTY HERETO FROM TIME TO TIME

MUFG BANK, LTD., BANCO SANTANDER, S.A., NEW YORK BRANCH, CANADIAN IMPERIAL BANK OF COMMERCE, NEW YORK BRANCH, GOLDMAN SACHS BANK USA, MORGAN STANLEY SENIOR FUNDING, INC.

and

TD SECURITIES (USA) LLC

as Joint Lead Arrangers and Joint Bookrunners

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TABLE OF CONTENTS

				Page
ARTICLE I DEFINITIONS AND ACCOUNTING TERMS					1
Section 1.01.		Defined Terms			1
Section 1.02.		Other Interpretive Provisions			54
Section 1.03.		Accounting Terms			55
Section 1.04.		Rounding			55
Section 1.05.		References to Agreements, Laws, Etc.			56
Section 1.06.		Times of Day			56
Section 1.07.		Timing of Payment or Performance			56
Section 1.08.		[Reserved]			56
Section 1.09.		Certain Calculations and Tests			56
Section 1.10.		[Reserved]			58
Section 1.11.		Letter of Credit Amounts			58
Section 1.12.		Divisions			58
Section 1.13.		[Reserved]			58
Section 1.14.		Interest Rates			58

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RENEWAL AGREEMENT

THIS RENEWAL AGREEMENT, dated as of May 7, 2026 (the “Agreement”), is entered into between Cottonwood Capital Management, Inc., a Delaware corporation (“CCMI”), and Cottonwood Communities Advisors, LLC, a Delaware limited liability company (“CCA”).

WHEREAS, Cottonwood Communities, Inc., a Maryland corporation (the “REIT”), is taxed and operates in a manner that allows it to qualify as a real estate investment trust for U.S. federal income tax purposes;

WHEREAS, CCMI and CCA are parties to the Reimbursement and Cost Sharing Agreement dated May 7, 2021 (the “Sharing Agreement”) as renewed annually;

WHEREAS, the Sharing Agreement expires on May 7, 2026, subject to an unlimited number of successive one-year renewals;

WHEREAS, CCMI desires to continue to make available to CCA certain employees of CCMI as set forth on Schedule I of the Sharing Agreement (collectively, the “Employees”), and CCA desires to continue to utilize the Employees, on the terms set forth in the Sharing Agreement;

NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants and agreements contained herein, the parties hereto agree as follows:

1. Term. In accordance with the provisions of Section 1.4 of the Sharing Agreement, the term of the Sharing Agreement is hereby renewed for an additional one-year term, and notwithstanding the language in Section 1.4 of the Sharing Agreement is acknowledged and agreed by the Parties to be a one-year term commencing May 7, 2026 and ending May 7, 2027.

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AMENDED AND RESTATED

ADVISORY AGREEMENT

among

COTTONWOOD COMMUNITIES, INC.

and

COTTONWOOD RESIDENTIAL O.P., LP

and

CC ADVISORS III, LLC

May 7, 2026

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TABLE OF CONTENTS

Page

1.    DEFINITIONS    1

2. APPOINTMENT; TERMINATION OF PRIOR ADVISORY AGREEMENT.    5

3.    DUTIES OF THE ADVISOR.    5

3.1    Organizational and Offering Services.     5

3.2    Acquisition Services.    6

3.3    Asset Management Services.    6

3.4    Stockholder Services.    9

3.5    Other Services.     9

4.    AUTHORITY OF ADVISOR.    9

4.1    General.     9

4.2    Powers of the Advisor..    9

4.3    Approval by the Board.    10

4.4    Modification or Revocation of Authority of Advisor.    10

5.    BANK ACCOUNTS.    10

6.    RECORDS AND FINANCIAL STATEMENTS.    10

7.    LIMITATION ON ACTIVITIES.    11

8.    FEES.    11

8.1    Management Fees.     11

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VOTING AND SUPPORT AGREEMENT

THIS VOTING AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of May 12, 2026, by and among BROOKFIELD BANCSHARES, INC., a Delaware corporation (“Purchaser”), and those directors and/or officers of NSTS BANCORP, INC., a Delaware corporation (the “Company”) whose names appear on the signature page of this Agreement and who own or control the voting of any shares of common stock of the Company (such stockholders collectively referred to in this Agreement as the “Principal Stockholders,” and individually as a “Principal Stockholder”).

Recitals

A.           As of the date hereof, each Principal Stockholder is the owner or controls the vote of certain shares of the Company’s common stock, $0.01 par value per share (“Company Common Stock”).

B.          Purchaser is contemplating the acquisition of the Company by means of a merger (the “Merger”) of a wholly-owned subsidiary of Purchaser with and into the Company, all pursuant to an Agreement and Plan of Merger, dated as of May 12, 2026 (the “Merger Agreement”), by and among Purchaser, the Company and BRKD Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of Purchaser.

C.           As a condition and inducement for Purchaser to enter into the Merger Agreement, each Principal Stockholder is entering into this Agreement.

D.           Each Principal Stockholder believes it is in his or her best interest as well as the best interest of the Company for Purchaser and the Company to consummate the Merger.

…

Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain portions of the exhibits that are not material and are of the type that the Company treats as confidential have been redacted or omitted. A copy of the unredacted exhibit will be furnished to the Securities and Exchange Commission upon request.

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Execution Version 1399-1964-3930.19 SUPPLEMENTARY TERMS AGREEMENT dated as of March 23, 2026 among I-80 GOLD CORP. as the Company and THE FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTIES HERETO as Banks and NATIONAL BANK OF CANADA as Administrative Agent

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TABLE OF CONTENTS Page 1399-1964-3930.19 - i - Supplementary Terms Agreement – i-80 Gold Corp. ARTICLE 1 DEFINITIONS..........................................................................................................................1 1.1 Definitions......................................................................................................................................1 1.2 Terms Generally...........................................................................................................................42 1.3 Accounting Terms; U.S. GAAP...................................................................................................43 1.4 Time. ............................................................................................................................................44 1.5 Third Party Beneficiaries .............................................................................................................44 ARTICLE 2 SECURED PREPAID FORWARD

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CEO PSU Award

Keenova Therapeutics plc

2025 Stock and Incentive Plan (“Plan”)

TERMS AND CONDITIONS OF PERFORMANCE RESTRICTED UNIT AWARD

PERFORMANCE RESTRICTED UNIT AWARD (“Award”) granted on _______, 202__ (the “Grant Date”).

1.Grant of Performance Restricted Units. Keenova Therapeutics plc (the “Company”) has granted to you a target number of [____] Performance Restricted Units subject to the provisions of these Terms and Conditions and the Plan. The Company will hold the Performance Restricted Units in a bookkeeping account on your behalf until such units become payable or are forfeited or cancelled.

2.Amount and Form of Payment. Each Performance Restricted Unit represents one (1) Ordinary Share and any Performance Restricted Units that vest pursuant to Section 4 will be paid solely in Shares, subject to Section 11. Notwithstanding anything contrary in the Plan, any fractional Shares will be rounded up to the nearest whole Share for purposes of payment. Any Share issued pursuant to a Performance Restricted Unit shall be paid up to its par value on issuance by a subsidiary of the Company or as otherwise determined by the Company.

3.Dividends. Each unvested Performance Restricted Unit will be credited with a Dividend Equivalent Unit (“DEU”) for any cash or stock dividends distributed by the Company on an Ordinary Share. DEUs will be calculated at the same dividend rate paid to other holders of Ordinary Shares and will be adjusted and vest in accordance with the adjustment and vesting provisions applicable to the underlying Performance Restricted Units.

…

CEO RSU Award

Keenova Therapeutics plc

2025 Stock and Incentive Plan (“Plan”)

TERMS AND CONDITIONS

OF

RESTRICTED UNIT AWARD

RESTRICTED UNIT AWARD (“Award”) granted on _______, 202__ (the “Grant Date”).

1.Grant of Restricted Units. Keenova Therapeutics plc (the “Company”) has granted you [____] Restricted Units subject to the provisions of these Terms and Conditions and the Plan. [____] of the Restricted Units constitute the “Founders Grant” as set forth in that certain Fourth Amended and Restated Employment Agreement entered into on February 23, 2026 by and between you and ST Shared Services LLC (the “Employment Agreement”). The Company will hold the Restricted Units in a bookkeeping account on your behalf until such units become payable or are forfeited or cancelled.

2.Amount and Form of Payment. Each Restricted Unit represents one (1) Ordinary Share and vested Restricted Units will be paid solely in Shares, subject to Section 10. Any Share issued pursuant to a Restricted Unit shall be paid up to its par value on issuance by a subsidiary of the Company or as otherwise determined by the Company.

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Director RSU Award

Keenova Therapeutics plc

2025 Stock and Incentive Plan (“Plan”)

TERMS AND CONDITIONS

OF

RESTRICTED UNIT AWARD

RESTRICTED UNIT AWARD (“Award”) granted on _______, 202__ (the “Grant Date”).

1.Grant of Restricted Units. Keenova Therapeutics plc (the “Company”) has granted you [____] Restricted Units subject to the provisions of these Terms and Conditions and the Plan. The Company will hold the Restricted Units in a bookkeeping account on your behalf until such units become payable or are forfeited or cancelled.

2.Amount and Form of Payment. Each Restricted Unit represents one (1) Ordinary Share and vested Restricted Units will be paid solely in Shares, subject to Section 10. Any Share issued pursuant to a Restricted Unit shall be paid up to its par value on issuance by a subsidiary of the Company or as otherwise determined by the Company.

3.Dividends. Each unvested Restricted Unit will be credited with a Dividend Equivalent Unit (“DEU”) for any cash or stock dividends distributed by the Company on an Ordinary Share. DEUs will be calculated at the same dividend rate paid to other holders of Ordinary Shares and will be adjusted and vest in accordance with the adjustment and vesting provisions applicable to the underlying Restricted Units and shall be paid as of the same date payment for the Restricted Units occurs.

…

[CFO Inducement Grant]

Mallinckrodt Pharmaceuticals

2025 Stock and Incentive Plan (“Plan”)

TERMS AND CONDITIONS

OF

RESTRICTED UNIT AWARD

RESTRICTED UNIT AWARD (“Award”) granted on September 23, 2025 (the “Grant Date”).

1.Grant of Restricted Units. Mallinckrodt plc (the “Company”) has granted you 91,007 Restricted Units subject to the provisions of these Terms and Conditions and the Plan. The Company will hold the Restricted Units in a bookkeeping account on your behalf until such units become payable or are forfeited or cancelled.

2.Amount and Form of Payment. Each Restricted Unit represents one (1) Ordinary Share and vested Restricted Units will be paid solely in Shares, subject to Section 10. Any Share issued pursuant to a Restricted Unit shall be paid up to its par value on issuance by a subsidiary of the Company or as otherwise determined by the Company.

3.Dividends. Each unvested Restricted Unit will be credited with a Dividend Equivalent Unit (“DEU”) for any cash or stock dividends distributed by the Company on an Ordinary Share. DEUs will be calculated at the same dividend rate paid to other holders of Ordinary Shares and will be adjusted and vest in accordance with the adjustment and vesting provisions applicable to the underlying Restricted Units and shall be paid as of the same date payment for the Restricted Units occurs.

…

[CEO Inducement Grant]

Mallinckrodt Pharmaceuticals

2025 Stock and Incentive Plan (“Plan”)

Terms and Conditions

of

Restricted Unit Award

RESTRICTED UNIT AWARD (“Award”) granted on August 14, 2025 (the “Grant Date”).

1.Grant of Restricted Units. Mallinckrodt plc (the “Company”) has granted you 65,005 Restricted Units subject to the provisions of these Terms and Conditions and the Plan. The Company will hold the Restricted Units in a bookkeeping account on your behalf until such units become payable or are forfeited or cancelled.

2.Amount and Form of Payment. Each Restricted Unit represents one (1) Ordinary Share and vested Restricted Units will be paid solely in Shares, subject to Section 10. Any Share issued pursuant to a Restricted Unit shall be paid up to its par value on issuance by a subsidiary of the Company or as otherwise determined by the Company.

3.Dividends. Each unvested Restricted Unit will be credited with a Dividend Equivalent Unit (“DEU”) for any cash or stock dividends distributed by the Company on an Ordinary Share. DEUs will be calculated at the same dividend rate paid to other holders of Ordinary Shares and will be adjusted and vest in accordance with the adjustment and vesting provisions applicable to the underlying Restricted Units and shall be paid as of the same date payment for the Restricted Units occurs.

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[Director Form]

Mallinckrodt Pharmaceuticals2025 Stock and Incentive Plan (“Plan”)

Terms and Conditions of Restricted Unit Award

RESTRICTED UNIT AWARD (“Award”) granted on _______, 202__ (the “Grant Date”).

1.Grant of Restricted Units. Mallinckrodt plc (the “Company”) has granted you [____] Restricted Units subject to the provisions of these Terms and Conditions and the Plan. The Company will hold the Restricted Units in a bookkeeping account on your behalf until such units become payable or are forfeited or cancelled.

2.Amount and Form of Payment. Each Restricted Unit represents one (1) Ordinary Share and vested Restricted Units will be paid solely in Shares, subject to Section 10. Any Share issued pursuant to a Restricted Unit shall be paid up to its par value on issuance by a subsidiary of the Company or as otherwise determined by the Company.

3.Dividends. Each unvested Restricted Unit will be credited with a Dividend Equivalent Unit (“DEU”) for any cash or stock dividends distributed by the Company on an Ordinary Share. DEUs will be calculated at the same dividend rate paid to other holders of Ordinary Shares and will be adjusted and vest in accordance with the adjustment and vesting provisions applicable to the underlying Restricted Units and shall be paid as of the same date payment for the Restricted Units occurs.

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