Browse EX-10 agreements

EXCHANGE AND RESTRUCTURING AGREEMENT This Exchange and Restructuring Agreement (the “Agreement”) is entered into as of June 1, 2026 (the “Effective Date”), by and between IQ Financial, Inc., a Florida LLC (“Holder”), with a principal address at 7050 Aloma Ave Winter park, FL 32792, and Cycurion, Inc., a Delaware corporation (the “Company”), with offices at 1640 Boro Place, Fourth Floor, McLean, Virginia 22102. The Holder and the Company may be referred to individually as a “Party” and collectively as the “Parties.” RECITALS WHEREAS Holder currently owns that certain Receivables Purchase Agreement, Settlement Agreement & court ordered Default Judgment originally issued by the Company to Unique Funding Solutions, LLC, which are listed on Exhibit A1 attached hereto (the “Note 1”); WHEREAS the Existing Notes contain outstanding principal balances, accrued interest, default interest, penalties, and other charges. WHEREAS, the Parties desire to restructure the Existing Note such that: • the principal balance and accrued interest in the amount of $517,604.40 of Note 1 shall be exchanged for

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EXCHANGE AND RESTRUCTURING AGREEMENT This Exchange and Restructuring Agreement (the “Agreement”) is entered into as of June 1, 2026 (the “Effective Date”), by and between OBSIDIAN ASSOCIATES, LLC., a Florida LLC (“Holder”), with a principal address at 7050 Aloma Ave Winter park, FL 32792, and Cycurion, Inc., a Delaware corporation (the “Company”), with offices at 1640 Boro Place, Fourth Floor, McLean, Virginia 22102. The Holder and the Company may be referred to individually as a “Party” and collectively as the “Parties.” RECITALS WHEREAS Holder currently owns certain Promissory Notes issued by the Company to Odin Associates, LLC, which are listed on Exhibit A1 attached hereto (the “Note 1”); WHEREAS Holder currently owns certain Promissory Notes issued by the Company to Gold Coast Ventures, LLC, which are listed on Exhibit A2 attached hereto (the “Note 2”); WHEREAS the Existing Notes contain outstanding principal balances, accrued interest, default interest, penalties, and other charges. WHEREAS, the Parties desire to restructure the Existing Notes such that: • the principal balance

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EXCHANGE AGREEMENT This Exchange Agreement (the “Agreement”) is entered into as of June 1, 2026 (the “Effective Date”), by and between M2B Funding Corp., a Florida corporation (“Holder”), with a principal address at 66 West Flagler Street, Suite 900, Miami, Florida 33130, and Cycurion, Inc., a Delaware corporation (the “Company”), with offices at 1640 Boro Place, Fourth Floor, McLean, Virginia 22102. The Holder and the Company may be referred to individually as a “Party” and collectively as the “Parties.” RECITALS WHEREAS, Holder currently owns certain Promissory Notes issued by the Company, which are listed on Exhibit A attached hereto (the “Existing Notes”); WHEREAS, the Existing Notes contain outstanding principal balances, accrued interest, default interest, penalties, and other charges in favor of the Holder; WHEREAS, the Parties desire to restructure the Existing Notes such that: • the principal balance and accrued non-default interest shall be exchanged for a new Convertible Promissory Note (the “New Note”) in the form attached hereto as Exhibit B, the initial principal balanc

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1 THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE AND HAS BEEN ISSUED IN RELIANCE UPON AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. ACCORDINGLY, THIS SECURITY MAY NOT BE OFFERED, SOLD, TRANSFERRED, OR ASSIGNED EXCEPT (i) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, (ii) PURSUANT TO RULE 144 UNDER THE SECURITIES ACT, IF AVAILABLE, OR (iii) PURSUANT TO ANOTHER AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT, AND IN EACH CASE IN COMPLIANCE WITH APPLICABLE STATE SECURITIES LAWS. THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, OR ASSIGNED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, PURSUANT TO RULE 144 IF AVAILABLE, OR PURSUANT TO ANOTHER AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. UPON THE WRITTEN REQUEST OF THE HOLDER, THE COMPANY SHALL, AT

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1 THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE AND HAS BEEN ISSUED IN RELIANCE UPON AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. ACCORDINGLY, THIS SECURITY MAY NOT BE OFFERED, SOLD, TRANSFERRED, OR ASSIGNED EXCEPT (i) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, (ii) PURSUANT TO RULE 144 UNDER THE SECURITIES ACT, IF AVAILABLE, OR (iii) PURSUANT TO ANOTHER AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT, AND IN EACH CASE IN COMPLIANCE WITH APPLICABLE STATE SECURITIES LAWS. THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, OR ASSIGNED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, PURSUANT TO RULE 144 IF AVAILABLE, OR PURSUANT TO ANOTHER AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. UPON THE WRITTEN REQUEST OF THE HOLDER, THE COMPANY SHALL, AT

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PACIFIC BIOSCIENCES OF CALIFORNIA, INC.

2020 EQUITY INCENTIVE PLAN

(As Amended May 25, 2022, June 18, 2024 and June 4, 2025, and As Amended Further Effective June 3, 2026)

1.Purposes of the Plan. The purposes of this Plan are:

•to attract and retain the best available personnel for positions of substantial responsibility,

•to provide additional incentive to Employees, Directors and Consultants, and

•to promote the success of the Company’s business.

The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation Rights, Performance Units and Performance Shares.

2.Definitions. As used herein, the following definitions will apply:

a.“Administrator” means the Board or any of its Committees as will be administering the Plan, in accordance with Section 4 of the Plan.

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of June 2, 2026, between Lixte Biotechnology Holdings, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an effective shelf registration statement under the Securities Act of 1933, as amended (the “Securities Act”), the Company desires to issue and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, securities of the Company as more fully described in this Agreement.

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Company and each Purchaser agree as follows:

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UNANIMOUS SHAREHOLDERS AGREEMENT T&T POWER GROUP INC. June 1, 2026

T&T POWER GROUP INC.

UNANIMOUS SHAREHOLDERS AGREEMENT

THIS AGREEMENT is made as of the day of June 1, 2026 (the “Effective Date”)

BETWEEN:

	T&T POWER GROUP INC., a corporation amalgamated under the laws of Canada – and – Each Shareholder (as such terms are defined below) listed in Schedule A attached hereto, as amended from time to time, and any person who becomes a party to this Agreement by executing the Acknowledgement in the form attached hereto as Schedule B.

RECITALS

A.	In these recitals, all capitalized terms, unless otherwise defined, shall have the meanings given to them in Section 1.1;
B.	The Corporation was amalgamated under the Act on June 1, 2026;
C.	The Corporation’s authorized capital consists of:

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	TD Canada Trust Postponement and Assignment of Creditors Claim and Postponement of Security

THIS AGREEMENT made this                   1st               day of                      June                    ,  2026  .

                                                                          (day)                                         (month)                 (year)

BETWEEN:

Viking Energy Group, Inc.

  (hereinafter called the Creditor)

AND	T&T Power Group Inc.

(hereinafter called the Company)

AND

The Toronto-Dominion Bank

(hereinafter called the Bank)

WHEREAS the Company is or may hereafter become indebted to the Bank.

AND WHEREAS the Creditor is now and intends to continue to be a holder of Equity Securities and/or a supporter of the Company in carrying on its business and the Company is or may hereafter become indebted to the Creditor.

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AMALGAMATION AGREEMENT

THIS AGREEMENT made the 1st day of June 2026.

BETWEEN:

T&T POWER GROUP INC.,

a corporation continued under the laws of Canada

(hereinafter called “T&T”)

OF THE FIRST PART,

and

SIMSON-MAXWELL LTD.,

a corporation continued under the laws of Canada

(hereinafter called "Simson-Maxwell”)

OF THE SECOND PART,

AMALGAMATION AGREEMENT

WHEREAS:

A.	T&T Power Group Inc. (“T&T”) was continued under the Canada Business Corporations Act (the “Act”) by Certificate and Articles of Continuance dated May 12, 2026;
B.	Simson-Maxwell Ltd. (“Simson-Maxwell”) was continued under the Act by Certificate and Articles of Incorporation dated November 4, 2002;
C.	T&T and Simson-Maxwell, acting under the authority contained in the Act have agreed to amalgamate upon the terms and conditions hereinafter set out;
D.	T&T and Simson-Maxwell have each made full disclosure to the other of all their respective assets and liabilities; and

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Exhibit 10.1

Execution Version

$475,000,000

B&G Foods, Inc.

11.00% Senior Notes due 2031

PURCHASE AGREEMENT

June 3, 2026

Barclays Capital Inc. As Representative of the several

Initial Purchasers named in Schedule I attached hereto

745 Seventh Avenue New York, New York 10019

Ladies and Gentlemen:

B&G Foods, Inc., a Delaware corporation (the “Company”), proposes, upon the terms and conditions set forth in this agreement (this “Agreement”), to issue and sell to Barclays Capital Inc. (“Barclays”) and the other several initial purchasers named in Schedule I hereto (the “Initial Purchasers”), for whom Barclays is acting as representative (in such capacity, the “Representative”), $475,000,000 in aggregate principal amount of its 11.00% Senior Notes due 2031 (the “Notes”). The Notes (i) will have terms and provisions that are summarized in the Pricing Disclosure Package and the Offering Memorandum (each as defined below), and (ii) are to be issued pursuant

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PATTERSON-UTI ENERGY, INC.

2021 LONG-TERM INCENTIVE PLAN

(as amended through June 4, 2026)

Patterson-UTI Energy, Inc. (the “Company”), a Delaware corporation, hereby establishes and adopts the following 2021 Long-Term Incentive Plan (as amended from time to time, the “Plan”) effective as of April 9, 2021 (the “Effective Date”), as amended effective June 8, 2023, September 1, 2023, June 6, 2024 and June 4, 2026.

1. PURPOSE OF THE PLAN

The purpose of the Plan is to assist the Company and its Subsidiaries in attracting and retaining selected individuals to serve as directors, employees, consultants and/or advisors of the Company who are expected to contribute to the Company’s success and to achieve long-term objectives which will inure to the benefit of all stockholders of the Company through the additional incentives inherent in the Awards hereunder.

2. DEFINITIONS

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