Browse EX-10 agreements

	EXHIBIT 10.7

EXECUTION VERSION

FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT

This FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is dated as of July 14, 2022, and is by and among KLOECKNER METALS CORPORATION, a Delaware corporation (“Kloeckner Metals”), KLÖCKNER USA HOLDING INC., a Delaware corporation (“Klöckner USA”), KLOECKNER METALS P.R., INC., a Delaware corporation (“Kloeckner Metals P.R.”) and CALIFORNIA STEEL AND TUBE, LLC, a Delaware limited liability company (“California Steel”; together with Kloeckner Metals, Klöckner USA, Kloeckner Metals P.R. and California Steel, each, a “Borrower” and, collectively, the “Borrowers”), the Lenders identified on the signature pages hereof, and BANK OF AMERICA, N.A., a national banking association, as administrative agent for the Lenders (in that capacity, “Agent”).

RECITALS:

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	EXHIBIT 10.10

EXECUTIVE VERSION

AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT

This AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT, dated as of December 18, 2025 (this “Agreement”), is entered into among the undersigned in connection with that certain LOAN AND SECURITY AGREEMENT, dated as of September 4, 2024 (as the same may be amended, amended and restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), by and among KLOECKNER METALS SERVICE CENTERS DE MEXICO, S. DE R.L. DE C.V. (the “Borrower”), KLOECKNER SPECIALTY METALS DE MEXICO, S. DE R.L. DE C.V. (“Specialty Metals”) and NAFLEX, S. DE R.L. DE C.V. (“Naflex” and, together with Specialty Metals, each a “Guarantor” and, collectively, the “Guarantors”), the financial institutions party thereto from time to time as Lenders, BANCO SANTANDER MÉXICO, S.A., INSTITUCIÓN DE BANCA MÚLTIPLE, GRUPO FINANCIERO SANTANDER MÉXICO, as the Administrative Agent and Collateral Agent (in such capacities, the “Agent”), and HSBC MÉXICO, S.A., INS

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	EXHIBIT 10.12

EXECUTION COPY

Dated 8 May 2026

KLÖCKNER RECEIVABLES FUNDING DAC

as Purchaser

KLÖCKNER & CO SE

as Klöckner, Master Servicer, Performance Guarantor, Registrar and Custodian

KLOECKNER METALS GERMANY GMBH

as Remaining Seller

COMMERZBANK AKTIENGESELLSCHAFT

as Remaining Co-Funder

ELEKTRA PURCHASE NO. 46 DAC OPUSALPHA PURCHASER LIMITED

as Exiting Co-Funders

LANDESBANK HESSEN-THÜRINGEN GIROZENTRALE UNICREDIT BANK GMBH

as Exiting Sponsor Banks

UNICREDIT BANK GMBH

as Exiting Administrative Agent

COMMERZBANK AKTIENGESELLSCHAFT

as Incoming Administrative Agent and

CSC TRUSTEES GMBH

as Security Trustee

EXIT AND

AMENDMENT AND RESTATEMENT AGREEMENT

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	EXHIBIT 10.14

Worthington Steel, Inc. Severance Plan

for Executives

Plan Document
and Summary Plan Description

Worthington Steel, Inc.

Effective Date: October 6, 2026

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Table of Contents

Important Information	3
Plan Effective Date	3
Eligibility for Participation	3
Severance Benefits Other than in Connection with a Change in Control	3
Severance Benefits in Connection with a Change in Control	5
Payment and Provision of the Severance Benefits	6
Termination of Participation	7

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	EXHIBIT 10.9

CERTAIN INFORMATION CONTAINED IN THIS AGREEMENT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

LOAN AND SECURITY AGREEMENT

Dated as of September 4, 2024

KLOECKNER METALS SERVICE CENTERS DE MEXICO, S. DE R.L. DE C.V.,

as Borrower

KLOECKNER SPECIALTY METALS DE MEXICO, S. DE R.L. DE C.V. AND

NAFLEX, S. DE R.L. DE C.V.,

as Guarantors

BANCO SANTANDER MÉXICO, S.A., INSTITUCIÓN DE BANCA MÚLTIPLE,

GRUPO FINANCIERO SANTANDER MÉXICO,

as Administrative Agent

BANCO SANTANDER MÉXICO, S.A., INSTITUCIÓN DE BANCA MÚLTIPLE,

GRUPO FINANCIERO SANTANDER MÉXICO,

as Collateral Agent

HSBC MÉXICO, S.A., INSTITUCIÓN DE BANCA MÚLTIPLE, GRUPO FINANCIERO

HSBC,

as Monitoring Agent

and

HSBC MÉXICO, S.A., INSTITUCIÓN DE BANCA MÚLTIPLE, GRUPO FINANCIERO

HSBC,

as Lead Arranger and Bookrunner

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TABLE OF CONTENTS

Page

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	EXHIBIT 10.13

WORTHINGTON STEEL, INC.

ANNUAL INCENTIVE PLAN FOR EXECUTIVES

(As Amended and Restated as of September 2, 2026)

The purpose of this Plan is to advance the interests of the Company by providing designated officers and key employees with incentive compensation that is correlated with the achievement of specified performance goals.

SECTION 1
DEFINITIONS

For purposes of this Plan, unless the context requires otherwise, the following terms shall have the respective meanings set forth in this Section:

1.1 “Beneficiary”means the beneficiary or beneficiaries designated to receive any amounts payable under this Plan pursuant to Section 7.9 upon a Participant’s death.

1.2 “Board” means the Board of Directors of Worthington.

1.3 “Business Unit” means any business, operating or administrative unit of the Company which is identified and designated by the Committee, in its discretion, as a separate business unit for purposes of this Plan.

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	EXHIBIT 10.5

Execution Version

8 May 2026

KLÖCKNER & CO SE

as Company, Original Borrower and Guarantor and

COMMERZBANK AKTIENGESELLSCHAFT

as Agent

and

Others

FIFTH AMENDMENT AND RESTATEMENT AGREEMENT

relating to the

EUR 350,000,000
REVOLVING CREDIT FACILITY AGREEMENT
originally dated 23 May 2013

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CONTENTS

CLAUSE PAGE

1. DEFINITIONS AND INTERPRETATION 4

2. RELEASE, REALLOCATION OF COMMITMENTS AND UTILISATION 5

3. RESIGNATION OF THE RESIGNING ADDITIONAL BORROWER 6

4. FURTHER AMENDMENTS, AMENDMENT AND RESTATEMENT 6

5. REPRESENTATIONS 7

6. LENDER STATUS CONFIRMATION 7

7. FEES 8

8. INCORPORATION OF TERMS 8

9. GOVERNING LAW 8

10. CONCLUSION OF AGREEMENT 9

SCHEDULE 1 (The Resigning Lenders) 10

SCHEDULE 2 (The Continuing Lenders) 11

SCHEDULE 3 (Commitments before and as of Effective Date) 12

SCHEDULE 4 (Amended and Restated Facility Agreement) 13

SCHEDULE 5 (Conditions Precedent to Effective Date) 14

SIGNATORIES TO THE AMENDMENT AND RESTATEMENT AGREEMENT 16

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**EXECUTION COPY **

AMENDMENT NO. 1

Dated as of October 9, 2026

to

CREDIT AGREEMENT

Dated as of December 9, 2025

THIS AMENDMENT NO. 1 (this “Amendment”) is made as of October 9, 2026 by and among UNIVERSAL CORPORATION, a Virginia corporation (the “Borrower”), the financial institutions listed on the signature pages hereof and JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “Administrative Agent’), under that certain Credit Agreement dated as of December 9, 2025 by and among the Borrower, the Lenders and the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.

WHEREAS, the Borrower has requested that the Required Lenders and the Administrative Agent agree to certain amendments to the Credit Agreement;

WHEREAS, the Borrower, the Lenders party hereto and the Administrative Agent have so agreed on the terms and conditions set forth herein;

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LEASE TERMINATION AGREEMENT

This LEASE TERMINATION AGREEMENT ("Agreement") is made and entered into as of October 6, 2026 (the “Effective Date”), by and between ALAMEDA SQUARE OWNER LLC, a Delaware limited liability company (“Landlord”), and GHOST MANAGEMENT GROUP, LLC, a Delaware limited liability company (“Tenant”).

R E C I T A L S:

A. Landlord and Tenant are parties to that certain Office Lease dated as of June 7, 2019 (the “Original Lease”), as amended by that certain as amended by that certain First Amendment to Office Lease dated September 30, 2019, that certain Memorandum of Lease Term and Dates dated February 7, 2020, and that certain Second Amendment to Office Lease dated April 8, 2020 (collectively, as amended, the “Lease”), pursuant to which Landlord leases to Tenant, and Tenant leases from Landlord, certain premises commonly known as Suites 550, 660, and 700, consisting of approximately 113,692 square feet, comprised of 109,410 rentable square of “Interior Space” and 4,282 square feet of “Exterior Space” (as such terms are defined in the Lease) (the “Premises”), and lo

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FIXED SUM LOAN AGREEMENT (UNREGULATED/BUSINESS EXEMPT)

[LENDER] ("we", "us", "our")

AGREEMENT No. PWO539370

THIS FIXED SUM LOAN AGREEMENT is made between [LENDER] [ADDRESS] (Company Number: [NUMBER]) and the undernoted ("you"/"your").

Full Business Name: WATTBIKE LIMITED

Business Address: Unit 13 Nottingham South & Wilford Industrial Estate, Ruddington Lane, West Bridgford, Nottingham, Nottinghamshire, NG11 7EP

Telephone: 01159455450

Company Reg No: 05554245

Email Address: caleb@interactivestrength.com

FINANCIAL INFORMATION

Loan Amount	a	£625,000.00
Interest	b	£128,353.28
Documentation Fee	c	£28,125.00
Total Amount Payable	a + b + c = d	£781,478.28
Term (in words)		24 Months

PAYMENT SCHEDULE

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[LENDER]

INVOICE DISCOUNTING AGREEMENT

We, [LENDER] (Company No.: [NUMBER]), whose registered address is at [ADDRESS] hereby agree with you, Wattbike Limited (Company No.: 05554245) of Unit 13 Nottingham South & Wilford Industrial Estate, Ruddington Lane, West Bridgford, Nottingham, Nottinghamshire, England, NG11 7EP that we shall provide you with Invoice Discounting facilities as requested by you upon the following terms and conditions:

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Master Loan Agreement

(1) [LENDER]

and

(2) Wattbike Limited

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THIS AGREEMENT dated 28-Sep-26 | 2:00 PM BST

PARTIES

(1) Wattbike Limited, a company incorporated in England and Wales with registered number 05554245 whose registered office is at Unit 13 Nottingham South & Wilford Industrial Estate, Ruddington Lane, West Bridgford, Nottingham, Nottinghamshire, NG11 7EP (the Borrower); and

(2) [LENDER], a company incorporated in England and Wales with registered number [NUMBER] whose registered office is at [ADDRESS] (the Lender).

BACKGROUND

A The Lender acts as a funder in relation to the supply of goods to the commercial market by way of Loans.

B Pursuant to the commercial terms set out in the Offer Letter (as defined below), the Borrower wishes to borrow, and the Lender wishes to advance, Loans on the terms and conditions set out in this Agreement in order to fund the purchase of Goods.

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