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Browse EX-10 agreements

243 matching material contract exhibits.


EX-10.11

Gazelle Parent, Inc.

OBSIDIAN THERAPEUTICS, INC.

COMPENSATION RECOVERY POLICY

Adopted June 21, 2026

Obsidian Therapeutics, Inc. (the “Company”) has adopted a Compensation Recovery Policy (this “Policy”) as described below.

1. Overview

The Policy sets forth the circumstances and procedures under which the Company shall recover Erroneously Awarded Compensation from Covered Persons in accordance with rules issued by the United States Securities and Exchange Commission (the “SEC”) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Nasdaq Stock Market. Capitalized terms used and not otherwise defined herein shall have the meanings given in Section 3 below.

2. Compensation Recovery Requirement

In the event the Company is required to prepare a Financial Restatement, the Company shall recover reasonably promptly all Erroneously Awarded Compensation with respect to such Financial Restatement.

3. Definitions

 

 

a.

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EX-10.11·S-4/A·CIK 2130606·ACC 0001193125-26-281076·Filed Jun 24, 2026, 16:15 ET

EX-10.10

Gazelle Parent, Inc.

OBSIDIAN THERAPEUTICS, INC.

NON-EMPLOYEE DIRECTOR COMPENSATION POLICY

The purpose of this Non-Employee Director Compensation Policy (the “Policy”) of Obsidian Therapeutics, Inc. (the “Company”) is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not employees or officers of the Company or its subsidiaries (“Outside Directors”). This Policy will become effective as of the closing of the transactions contemplated by that certain Agreement and Plan of Merger, dated as of April 14, 2026, by and among Galera Therapeutics, Inc., the Company and certain other parties thereto (the “Effective Date”). In furtherance of the purpose stated above, all Outside Directors shall be paid compensation for services provided to the Company as Outside Directors as set forth below:

Cash Retainers

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EX-10.10·S-4/A·CIK 2130606·ACC 0001193125-26-281076·Filed Jun 24, 2026, 16:15 ET

EX-10.6

Gazelle Parent, Inc.

OBSIDIAN THERAPEUTICS, INC.

2026 EQUITY INCENTIVE PLAN

SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS

The name of the plan is the Obsidian Therapeutics, Inc. 2026 Equity Incentive Plan (as amended from time to time, the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of Obsidian Therapeutics, Inc. (the “Company”) and its Affiliates upon whose judgment, initiative and efforts the Company largely depends for the successful conduct of its business to acquire a proprietary interest in the Company. It is anticipated that providing such persons with a direct stake in the Company’s welfare will assure a closer alignment of their interests with those of the Company and its stockholders, thereby stimulating their efforts on the Company’s behalf and strengthening their desire to remain with the Company or one of its Affiliates.

The following terms shall be defined as set forth below:

“Act” means the U.S. Securities Act of 1933, as amended, and the rules and regulations thereunder.

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EX-10.6·S-4/A·CIK 2130606·ACC 0001193125-26-281076·Filed Jun 24, 2026, 16:15 ET

EX-10.7

Gazelle Parent, Inc.

OBSIDIAN THERAPEUTICS, INC.

2026 EMPLOYEE STOCK PURCHASE PLAN

The purpose of the Obsidian Therapeutics, Inc. 2026 Employee Stock Purchase Plan (the “Plan”) is to provide eligible employees of Obsidian Therapeutics, Inc. (the “Company”) and each Designated Company (as defined in Section 11) with opportunities to purchase shares of Stock (as defined in Section 11). A number of shares of Stock equal to the lesser of (x) 1% of the number of fully diluted shares of the Company outstanding immediately following the Effective Time (as defined in the Merger Agreement (as defined in Section 11)) and (y) 545,856 shares (the “Initial Limit”) have been approved and reserved for this purpose plus, on January 1, 2027 and each January 1 thereafter through January 1, 2036, the number of shares of Stock reserved and available for issuance under the Plan shall be cumulatively increased by the least of (i) 1% of the number of Outstanding Shares on the immediately preceding December 31st, (ii) the Initial Limit (iii) such number of shares of Stock as determined by the Administrator.

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EX-10.7·S-4/A·CIK 2130606·ACC 0001193125-26-281076·Filed Jun 24, 2026, 16:15 ET

EX-10.9

Gazelle Parent, Inc.

EXECUTIVE EMPLOYMENT AGREEMENT

This Executive Employment Agreement (“Agreement”) is made by and between Obsidian Therapeutics, Inc. (the “Company”) and [NAME] (the “Executive” and, together with the Company, the “Parties”), and shall be effective, subject to, and as of, the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of April 14, 2026, by and among the Company, Galera Therapeutics, Inc., Gazelle Parent, Inc., Onyx MergerSub, Inc. and Gazelle Merger Subsidiary, Inc. (the “Effective Date”).

WHEREAS, the Company desires to continue employing the Executive and the Executive desires to continue to be employed by the Company on the terms and conditions contained herein.

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EX-10.9·S-4/A·CIK 2130606·ACC 0001193125-26-281076·Filed Jun 24, 2026, 16:15 ET

EMPLOYMENT AGREEMENT

 

This Employment Agreement (the “Agreement”) is entered into as of ________ __, 2026 by and between Matthew Hutchings (the “Executive”) and SeeQC UK Limited. (the “Company”), a wholly owned subsidiary of SeeQC, Inc. (the “Parent”). The Executive and the Company are collectively referred to herein as the “Parties”.

RECITALS

 

WHEREAS, the Company desires to continue to employ the Executive and the Executive desires to continue be employed by the Company on the terms contained herein, which terms shall replace and supersede any and all prior agreements between Executive and the Company related to the Executive’s employment by the Company.

NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:

 

1. Employment.

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EX-10.14·S-4/A·CIK 1779977·ACC 0001213900-26-069705·Filed Jun 17, 2026, 17:02 ET

EX-10.16

Xtend AI Robotics, Inc.

Employment Agreement

This Employment Agreement is made by and between XTEND REALITY EXPANSION LTD., an Israeli company, registration number 515871861, with its offices at 7 Habarzel St., Tel Aviv (the “Company”), and Mor Swiel (the “Employee”).

The Employee has been employed by the Company since September 1st, 2025 (the “Commencement Date”) pursuant to the employment agreement signed on or about the same date (the “Prior Employment Agreement”), and the Company and the Employee wish to amend, restate and replace the Prior Employment Agreement in its entirety by entering into this Employment Agreement, effective as of the Effective Date (as such term defined below).

Below is a table summarizing the specific terms of Employee’s employment with the Company (the “Specific Terms”). The general terms and conditions of Employee’s employment with the Company are included in the pages following this table (the “General Terms”).

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EX-10.16·S-4/A·CIK 2111860·ACC 0001193125-26-272356·Filed Jun 16, 2026, 14:37 ET

EX-10.13

Xtend AI Robotics, Inc.

Employment Agreement

This Employment Agreement is made by and between XTEND REALITY EXPANSION LTD., an Israeli company, registration number 515871861, with its offices at 7 Habarzel St., Tel Aviv (the “Company”), and Rubi Liani (the “Employee”).

The Employee has been employed by the Company since January 1, 2019 (the “Commencement Date”) pursuant to the employment agreement executed by the parties, on or about, the same date (the “Prior Employment Agreement”), and the Company and the Employee wish to amend, restate and replace the Prior Employment Agreement in its entirety by entering into this Employment Agreement, effective as of the Effective Date (as such term defined below).

Below is a table summarizing the specific terms of Employee’s employment with the Company (the “Specific Terms”). The general terms and conditions of Employee’s employment with the Company are included in the pages following this table (the “General Terms”).

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EX-10.13·S-4/A·CIK 2111860·ACC 0001193125-26-272356·Filed Jun 16, 2026, 14:37 ET

EX-10.14

Xtend AI Robotics, Inc.

Employment Agreement

This Employment Agreement is made by and between XTEND REALITY EXPANSION LTD., an Israeli company, registration number 515871861, with its offices at 7 Habarzel St., Tel Aviv (the “Company”), and Amir Ofri (the “Employee”).

The Employee has been employed by the Company since November 2, 2025 (the “Commencement Date”) pursuant to the employment agreement excuted by the parties, on or about the same date (the “Prior Employment Agreement”), and the Company and the Employee wish to amend, restate and replace the Prior Employment Agreement in its entirety by entering into this Employment Agreement, effective as of the Effective Date (as such term defined below).

Below is a table summarizing the specific terms of Employee’s employment with the Company (the “Specific Terms”). The general terms and conditions of Employee’s employment with the Company are included in the pages following this table (the “General Terms”).

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EX-10.14·S-4/A·CIK 2111860·ACC 0001193125-26-272356·Filed Jun 16, 2026, 14:37 ET

EX-10.17

Xtend AI Robotics, Inc.

INDEMNIFICATION AGREEMENT

This Indemnification Agreement (“Agreement”) is made as of [•] by and between Xtend AI Robotics, Inc., a Delaware corporation (the “Company”), and ___________ (“Indemnitee”).

RECITALS

WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve the Company;

WHEREAS, in order to induce Indemnitee to [provide or continue to provide] services to the Company, the Company wishes to provide for the indemnification of, and advancement of expenses to, Indemnitee to the maximum extent permitted by law;

WHEREAS, the Amended and Restated Bylaws (the “Bylaws”) of the Company require indemnification of the officers and directors of the Company, and Indemnitee may also be entitled to indemnification pursuant to the General Corporation Law of the State of Delaware (the “DGCL”);

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EX-10.17·S-4/A·CIK 2111860·ACC 0001193125-26-272356·Filed Jun 16, 2026, 14:37 ET

EX-10.11

Xtend AI Robotics, Inc.

Employment Agreement

This Employment Agreement is made by and between XTEND REALITY EXPANSION LTD., an Israeli company, registration number 515871861, with its offices at 7 Habarzel St., Tel Aviv (the “Company”), and Aviv Shapira (the “Employee”).

Prior to entering into this Employment Agreement, the Employee was engaged by the Company as an independent service provider pursuant to an engagement agreement executed between the parties. The Employee represents and warrants that he requested this form of engagement and that he has received from the Company all compensation due and owing to him in connection with such engagement. The Company and the Employee now wish to enter into this Employment Agreement, effective as of the Effective Date, as defined below.

Below is a table summarizing the specific terms of Employee’s employment with the Company (the “Specific Terms”). The general terms and conditions of Employee’s employment with the Company are included in the pages following this table (the “General Terms”).

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EX-10.11·S-4/A·CIK 2111860·ACC 0001193125-26-272356·Filed Jun 16, 2026, 14:37 ET

EX-10.18

Xtend AI Robotics, Inc.

INDEMNIFICATION AGREEMENT

This Indemnification Agreement (“Agreement”) is made as of [•] by and between Xtend AI Robotics, Inc., a Delaware corporation (the “Company”), and ____________ (“Indemnitee”).

RECITALS

WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve the Company;

WHEREAS, in order to induce Indemnitee to [provide or continue to provide] services to the Company, the Company wishes to provide for the indemnification of, and advancement of expenses to, Indemnitee to the maximum extent permitted by law;

WHEREAS, the Amended and Restated Bylaws (the “Bylaws”) of the Company require indemnification of the officers and directors of the Company, and Indemnitee may also be entitled to indemnification pursuant to the General Corporation Law of the State of Delaware (the “DGCL”);

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EX-10.18·S-4/A·CIK 2111860·ACC 0001193125-26-272356·Filed Jun 16, 2026, 14:37 ET