Browse EX-10 agreements

THIRD AMENDMENT TO

PEDEVCO CORP.

2021 EQUITY INCENTIVE PLAN

This Third Amendment (“Third Amendment”) to the PEDEVCO Corp. 2021 Equity Incentive Plan (the “2021 Plan”), is made and adopted by the Board of Directors of PEDEVCO Corp., a Texas corporation (the “Company”), on July 9, 2026 effective as of the date approved by stockholders of the Company at a duly called meeting of stockholders (the “Amendment Date”). Capitalized terms used in this Third Amendment and not otherwise defined herein shall have the meanings ascribed to such terms in the 2021 Plan (as amended).

RECITALS

A. The Company currently maintains the 2021 Plan.

B. The Board of Directors believes it is in the best interests of the Company and its stockholders to amend the 2021 Plan to increase the number of shares of common stock subject to the 2021 Plan and to incorporate the other terms and conditions set forth herein.

AMENDMENT

The 2021 Plan is hereby amended as follows, effective as of the Amendment Date.

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NON-REDEMPTION AGREEMENT

This Non-Redemption Agreement (this “Agreement”) is entered as of August 28, 2026 by and among Andretti Acquisition Corp. II, a Cayman Islands exempted company (the “Company”), Andretti Sponsor II LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned investor (the “Investor”).

RECITALS

WHEREAS, the Sponsor currently holds Class B ordinary shares, par value $0.0001 per share, of the Company (the “Class B Ordinary Shares”) initially purchased in a private placement prior to the Company’s initial public offering (the “IPO” and such shares, the “Founder 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 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 AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.

POLAR POWER, INC.

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Convertible Promissory Note

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SECOND AMENDMENT

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TO

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SHARONAI HOLDINGS INC.

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2025 OMNIBUS EQUITY INCENTIVE PLAN

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This SECOND AMENDMENT TO SHARONAI HOLDINGS INC. 2025 OMNIBUS EQUITY INCENTIVE PLAN (this “Amendment”) of the SharonAI Holdings Inc. 2025 Omnibus Equity Incentive Plan (the “Plan”) is made as of the 27th day of August, 2026, by the Board of Directors (the “Board”) of SharonAI Holdings Inc., a Delaware corporation (the “Company”), pursuant to Section 12 of the Plan. All terms used by not defined herein shall have the meaning set forth in the Plan.

RECITALS

WHEREAS, the Board may amend, alter or terminate the Plan pursuant to Section 12 of the Plan, provided that no such action shall materially and adversely affect any Award outstanding at the time of such amendment without such Participant’s consent (the “Amendment Conditions”); and

WHEREAS, this Amendment satisfies the Amendment Conditions.

AGREEMENT

NOW, THEREFORE, as of the Effective Date, the Plan is hereby amended as follows:

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SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT

This SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “Amendment”), is dated and entered into as of August 28, 2026, among CCF OPCO LLC, a Delaware limited liability company (“Borrower”), the Lenders party hereto, and THE HUNTINGTON NATIONAL BANK, SUCCESSOR BY MERGER TO VERITEX COMMUNITY BANK, as Administrative Agent (“Administrative Agent”). Capitalized terms used herein that are not otherwise defined shall have the meanings ascribed thereto in the Loan Agreement (defined below).

RECITALS

WHEREAS, reference is hereby made to that certain Second Amended and Restated Revolving Credit Agreement dated as of December 29, 2023 (as may be amended, restated, modified and/or supplemented from time to time, the “Loan Agreement”), among the Borrower, the Lenders from time to time party thereto, the Subsidiary Guarantors party thereto, the Administrative Agent and Class B Agent;

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AMENDMENT NO. 1 AND EXTENSION TO CREDIT AGREEMENT

AMENDMENT NO. 1 AND EXTENSION TO CREDIT AGREEMENT, dated

as of August 24, 2026 (this “Agreement”), among The Boeing Company, a Delaware corporation

( “TBC”), for itself and on behalf of the other Borrowers, the Lenders party hereto and Citibank,

N.A., as administrative agent (the “Administrative Agent”), which shall amend that certain Five-

Year Credit Agreement, dated as of August 24, 2023 (as amended, supplemented or otherwise

modified prior to the date hereof, the “Existing Credit Agreement”, as amended hereby, the

“Amended Credit Agreement”), by and among TBC, the Lenders from time to time party thereto

and the Administrative Agent and the other parties thereto.

W I T N E S S E T H:

WHEREAS, TBC, the Lenders and the Administrative Agent are parties to the

Existing Credit Agreement;

WHEREAS, TBC has requested that (a) each Lender extend such Lender’s

Termination Date for an additional 365 days from August 24, 2028 (the “Existing Termination

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THE BOEING COMPANY

364-DAY

CREDIT AGREEMENT

among

THE BOEING COMPANY

for itself and on behalf of its Subsidiaries,

as a Borrower

THE LENDERS PARTY HERETO

CITIBANK, N.A.,

as Administrative Agent

JPMORGAN CHASE BANK, N.A.

as Syndication Agent

and

CITIBANK, N.A.

and

JPMORGAN CHASE BANK, N.A.,

as Joint Lead Arrangers and Joint Book Managers

dated as of August 24, 2026

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TABLE OF CONTENTS

Article and SectionPage

ARTICLE 1

DEFINITIONS1

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AMENDMENT NO. 1 AND EXTENSION TO CREDIT AGREEMENT

AMENDMENT NO. 1 AND EXTENSION TO CREDIT AGREEMENT, dated

as of August 24, 2026 (this “Agreement”), among The Boeing Company, a Delaware corporation

( “TBC”), for itself and on behalf of the other Borrowers, the Lenders party hereto and Citibank,

N.A., as administrative agent (the “Administrative Agent”), which shall amend that certain Five-

Year Credit Agreement, dated as of May 15, 2024 (as amended, supplemented or otherwise

modified prior to the date hereof, the “Existing Credit Agreement”, as amended hereby, the

“Amended Credit Agreement”), by and among TBC, the Lenders from time to time party thereto

and the Administrative Agent and the other parties thereto.

W I T N E S S E T H:

WHEREAS, TBC, the Lenders and the Administrative Agent are parties to the

Existing Credit Agreement;

WHEREAS, TBC has requested that (a) each Lender extend such Lender’s

Termination Date for an additional 365 days from May 15, 2029 (the “Existing Termination

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[***] = Certain information that has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential.

ARQ, INC.

EMPLOYMENT AGREEMENT

THIS AGREEMENT made and entered effective August 25, 2026 by and between Arq, Inc., a Delaware corporation, whose principal offices are located at 8051 E. Maplewood, Suite 210, Greenwood Village, CO 80111 (the “Company”), and Peter Owino (“Executive”) whose address is [***].

RECITALS:

WHEREAS, the Company has made Executive an offer of employment; and

WHEREAS, Executive desires to accept the offer;

WHEREAS, the Company and Executive desire to enter into this Agreement to set forth the terms and conditions of the employment.

NOW, THEREFORE in consideration of the premises and the mutual covenants and agreements hereinafter set forth and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the parties, intending to be legally bound, hereby agree as follows:

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CONSULTING AGREEMENT

This Consulting Agreement (the “Agreement”) is made effective as of September 1, 2026 (the “Effective Date”), by and between Vyome Holdings, Inc., a Delaware corporation, with its principal place of business at Harvard Square, One Mifflin Place, Suite 400, Cambridge, MA 02138 (the “Company”) and ClearbridgeCFO, LLC, a limited liability company, with its principal place of business at 1349 W Peachtree Street NW, Ste. 1910, Atlanta, GA 30309 (“CLEARBRIDGE”) and Jerry Leonard, an individual (the “Consultant”). The Company, CLEARBRIDGE, and the Consultant are herein sometimes referred to individually as a “Party” and collectively as the “Parties.”

WHEREAS, the Company is in the business of developing and commercial exploitation of novel therapies for treating immune-inflammatory and rare diseases.

WHEREAS, CLEARBRIDGE has expertise in CFO and other related services.

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THIS INSTRUMENT AND ANY SECURITIES ISSUABLE PURSUANT HERETO HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED IN THIS SAFE AND UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM.

SUNPOWER INC.

**SAFE **

(Simple Agreement for Future Equity)

THIS CERTIFIES THAT in exchange for the payment by the Rodgers Massey Revocable Living Trust dtd 4/4/11 (the “Investor”) of $2,000,000 (the “Purchase Amount”) on August 24, 2026, and SUNPOWER INC., a Delaware corporation (the “Company”), issues to the Investor the right to certain purchase Equity Securities of the Company, subject to the terms described below. See Section 2 for certain defined terms.

1. Events

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INVESTMENT MANAGEMENT TRUST AGREEMENT

This Investment Management Trust Agreement (this “Agreement”) is made effective as of August 26, 2026 by and between Rainier Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).

WHEREAS, the Company’s registration statement on Form S-1, File No. 333-298076 (the “Registration Statement”) and prospectus (the “Prospectus”) for the initial public offering of the Company’s units, each such public unit comprised of one Class A ordinary share, par value $0.0001 per share (“Ordinary Shares”) and one-quarter of a redeemable warrant to purchase one Class A ordinary share (such initial public offering hereinafter referred to as the “Offering”), has been declared effective as of the date hereof by the U.S. Securities and Exchange Commission; and

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