Browse EX-10 agreements

AMERICAN WELL CORPORATION

NON-EMPLOYEE DIRECTOR COMPENSATION POLICY

Originally Adopted November 2, 2020; and

Amended and Restated on July 24, 2026

Non-employee members of the board of directors (the “Board”) of American Well Corporation (the “Company”) shall be eligible to receive cash and equity compensation as set forth in this Non-Employee Director Compensation Policy (this “Policy”). The cash and equity compensation described in this Policy shall be paid or be made, as applicable, automatically and without further action of the Board, to each member of the Board who is not an employee of the Company or any parent or subsidiary of the Company (each, a “Non-Employee Director”) who may be eligible to receive such cash or equity compensation, unless such Non-Employee Director declines the receipt of such cash or equity compensation by written notice to the Company. This Policy became effective on November 2, 2020 and shall remain in effect until it is revised or rescinded by further action of the Board. This Policy may be amended, modified or terminated by the Board at any time i

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FOURTH AMENDMENT TO CREDIT AGREEMENT

This FOURTH AMENDMENTTO CREDIT AGREEMENT, dated as of January 8, 2026 (this “Amendment”), is made by and among TRANSMEDICS GROUP, INC., a Massachusetts corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto andCANADIAN IMPERIAL BANK OF COMMERCEas administrative agent for the Lenders (the “Administrative Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Credit Agreement referred to below.

RECITALS

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LIVE OAK BANCSHARES, INC.

2026 OMNIBUS STOCK INCENTIVE PLAN

RESTRICTED STOCK UNIT AWARD AGREEMENT

    THIS RESTRICTED STOCK UNIT AWARD AGREEMENT is made and entered into effective as of [____] (the “Date of Grant”), by and between LIVE OAK BANCSHARES, INC., a North Carolina corporation (the “Company”), and [NAME] (the “Grantee”). This Agreement sets forth the terms and conditions associated with the Company’s award to Grantee of restricted stock units payable as described below in shares of Common Stock pursuant to the Company’s 2026 Omnibus Stock Incentive Plan (as amended from time to time, the “Plan”). Capitalized terms not explicitly defined in this Agreement but defined in the Plan will have the meanings ascribed to them under the Plan.

    NOW, THEREFORE, in consideration of the foregoing and Grantee’s continued provision of valuable services as a director of the Company, the parties hereto, intending to be legally bound, agree as follows:

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[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). Such excluded information is both (i) not material and (ii) the type that the Registrant treats as private or confidential.

UACC AUTO FINANCING TRUST V,
as Borrower,

UNITED AUTO CREDIT CORPORATION,

as Servicer and Custodian,

[***],
as Backup Servicer and Account Bank,

the LENDERS

from time to time parties hereto,

and

[***],
as Administrative Agent

AMENDED AND RESTATED WAREHOUSE AGREEMENT
Dated as of March 29, 2021

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Table of Contents

Page

ARTICLE OneDEFINITIONS; CONSTRUCTION

Section 1.01.Definitions

Section 1.02.Accounting Terms and Determinations

Section 1.03.Computation of Time Periods

Section 1.04.Interpretation

ARTICLE TwoLOANS

Section 2.01.Loans

Section 2.02.Funding Mechanics

Section 2.03.Reductions of Commitments

Section 2.04.Extensions of Commitments

Section 2.05.The Notes

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CONFORMED COPY

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AMENDED 2020 INCENTIVE AWARD PLAN

VROOM, INC.
2020 INCENTIVE AWARD PLAN

(as amended and restated on June 13, 2024)

(as subsequently amended and restated on January 14, 2025)

(as subsequently amended and restated on July 28, 2026)

Article 1.

PURPOSE

The purpose of the Vroom, Inc. 2020 Incentive Award Plan (as it may be amended or restated from time to time, the “Plan”) is to promote the success and enhance the value of Vroom, Inc. (the “Company”) by linking the individual interests of Directors, Employees, and Consultants to those of Company stockholders and by providing such individuals with an incentive for outstanding performance to generate superior returns to Company stockholders. The Plan is further intended to provide flexibility to the Company in its ability to motivate, attract, and retain the services of Directors, Employees, and Consultants upon whose judgment, interest, and special effort the successful conduct of the Company’s operation is largely dependent.

Article 2.

DEFINITIONS AND CONSTRUCTION

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AMENDMENT NO. 2 TO CREDIT AGREEMENT

This AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Agreement” or the “Second Amendment”) is dated as of August 3, 2026, by and among Vroom, Inc., a Delaware corporation, Darkwater Funding, LLC, a Delaware limited liability company (the “Residual Holder”), and United Auto Credit Corporation, a California corporation (each, a “Borrower” and together the “Borrowers”), Mudrick Capital Management, L.P., as administrative agent (in such capacity, the “Administrative Agent”), and the lenders party hereto (each, a “Lender ” and collectively the “Lenders”).

RECITALS

WHEREAS, the parties hereto are party to that certain Loan and Security Agreement, dated as of March 8, 2025, by and among the Borrowers, the Administrative Agent, and the Lenders party thereto (as amended by that certain Amendment No. 1 to Credit Agreement, dated as of October 9, 2025, and as may be further amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Credit Agreement” and, as amended by this Agreement, the “Amended Credit Agreement”);

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AMENDMENT NO. 28

TO

WAREHOUSE AGREEMENT

THIS AMENDMENT NO. 28 TO WAREHOUSE AGREEMENT (this “Amendment”), dated as of May 29, 2026, is entered into by and among UACC Auto Financing Trust IV, a Delaware statutory trust (the “Borrower”), United Auto Credit Corporation, a California corporation, as servicer (in such capacity, the “Servicer”) and as custodian (in such capacity, the “Custodian”), [***], as backup servicer (in such capacity, the “Backup Servicer”) and account bank (in such capacity, the “Account Bank”), the Lenders party hereto, the Agents party hereto and [***], as administrative agent (in such capacity, the “Administrative Agent”) and is made in respect of the Warehouse Agreement, dated as of November 19, 2013 (as amended, restated, supplemented or otherwise modified prior to the date hereof, the “Warehouse Agreement”) among the Borrower, the Servicer, the Custodian, the Backup Servicer and Account Bank, the Lenders party thereto, the Agents party thereto and the Administrative Agent. Defined terms used herein and not otherwise defined herein shall have the mea

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OPENDOOR TECHNOLOGIES INC.2020 INCENTIVE AWARD PLAN

RESTRICTED STOCK UNIT GRANT NOTICE

Opendoor Technologies 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 Opendoor Technologies Inc. 2020 Incentive Award 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.

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SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVER AGREEMENT

This SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT

AND WAIVER AGREEMENT (this “Agreement”), dated as of March 20, 2026, is entered into by and among SKYLAND GRAIN, L.L.C., a Kansas limited liability company (the “Borrower”), the Guarantors identified on the signature pages hereto, the Lenders and Voting Participants identified on the signature pages hereto and COBANK, ACB, as Administrative Agent, Swing Line Lender, and Issuing Lender. Capitalized terms used herein but not otherwise defined herein shall have the meanings provided to such terms in the Existing Credit Agreement or the Credit Agreement, as applicable.

RECITALS

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THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVER AGREEMENT

This THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVER AGREEMENT (this “Agreement”), dated as of June 29, 2026, is entered into by and among SKYLAND GRAIN, L.L.C., a Kansas limited liability company (the “Borrower”), the Guarantors identified on the signature pages hereto, the Lenders and Voting Participants identified on the signature pages hereto and COBANK, ACB, as Administrative Agent, Swing Line Lender, and Issuing Lender. Capitalized terms used herein but not otherwise defined herein shall have the meanings provided to such terms in the Existing Credit Agreement or the Credit Agreement, as applicable.

RECITALS

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CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.

EXECUTION VERSION

FIFTH AMENDMENT TO REVOLVING LOAN AND SECURITY AGREEMENT

ThisFIFTH AMENDMENT TO REVOLVING LOAN AND SECURITY AGREEMENT (“Amendment”) is entered into as of April 29, 2026 (“Effective Date”) by and between JPMORGAN CHASE BANK, N.A., successor-in-interest by purchase of the line of credit made pursuant to the terms of the Loan Agreement from the Federal Deposit Insurance Corporation as receiver for First Republic Bank, San Francisco, CA (“Lender”) and HAMILTON LANE ADVISORS, L.L.C., a Pennsylvania limited liability company (“Borrower”).

Recitals

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