Browse EX-10 agreements

Exhibit 10.1

CALIFORNIA BANCORP

2026 OMNIBUS EQUITY INCENTIVE PLAN

Section

1. Purpose of Plan.

The name of the Plan is the California BanCorp Inc. 2026 Omnibus Equity Incentive Plan (the “Plan”). The purposes of the Plan are to (i) provide an additional incentive to selected employees, directors, and independent contractors of the Company or its Affiliates whose contributions are essential to the growth and success of the Company, (ii) strengthen the commitment of such individuals to the Company and its Affiliates, (iii) motivate those individuals to faithfully and diligently perform their responsibilities and (iv) attract and retain competent and dedicated individuals whose efforts will result in the long-term growth and profitability of the Company. To accomplish these purposes, the Plan provides that the Company may grant Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units, Other Stock-Based Awards or any combination of the foregoing.

Section 2. Definitions.

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CONSULTING AGREEMENT

This Consulting Agreement, dated as of May 20, 2026 (this “Agreement”), is entered into by and between BIOMX INC., a Delaware corporation, with its principal executive offices at 850 New Burton Road, Suite 201, Dover, DE 19904 (the “Company”), and ROY ROUSSO, Israeli I.D. No. 024579542, of Matityho Shoham 38, Tel Aviv (the “Consultant”). The Company and the Consultant are referred to herein each as a “Party” and collectively as the “Parties”.

W I T N E S S E T H:

WHEREAS, the Company desires to engage the Consultant to provide executive consulting services in the capacity described herein, and the Consultant is willing to provide such services to the Company and its affiliates pursuant to the terms and conditions of this Agreement;

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

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CECO ENVIRONMENTAL CORP.

2026 EQUITY and INCENTIVE Compensation PLAN

Purpose. The purpose of this Plan is to permit award grants to non-employee Directors, officers and other employees of the Company and its Subsidiaries, and certain consultants to the Company and its Subsidiaries, and to provide to such persons incentives and rewards for service and/or performance.

Definitions. As used in this Plan:

(a) “Appreciation Right” means a right granted pursuant to Section 5 of this Plan.

(b) “Base Price” means the price to be used as the basis for determining the Spread upon the exercise of an Appreciation Right.

(c) “Board” means the Board of Directors of the Company.

(d) “Cash Incentive Award” means a cash award granted pursuant to Section 8 of this Plan.

(e) “Change in Control” has the meaning set forth in Section 12 of this Plan.

(f) “Code” means the Internal Revenue Code of 1986, as amended, and the regulations thereunder, as such law and regulations may be amended from time to time.

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Exhibit 10.2

Certain information has been redacted in accordance with Item 601(b)(10)(iv) of Regulation S-K because such information (i) is not material and (ii) is the type of information the registrant treats as private or confidential. Information that has been so redacted from this exhibit has been marked with “[***]” to indicate the omission.

May 25, 2026

NextNRG, Inc.

Attention: Michael D.

Farkas 407 Lincoln Rd. #9F

Miami Beach, Florida, 33139

Dear Mr. Farkas:

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Exhibit 10.1

SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of May 25, 2026, between NextNRG, Inc., a Delaware corporation (the “Company”), and the purchasers identified on the signature pages hereto (including its 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 Section 4(a)(2) of the Securities Act (as defined below) and/or Rule 506 of Regulation D promulgated thereunder, 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:

ARTICLE I.

DEFINITIONS

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of May 27, 2026, between ENDRA Life Sciences Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a)(2) of the Securities Act (as defined below), and Rule 506(c) promulgated thereunder, 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:

ARTICLE I. DEFINITIONS

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SETTLEMENT AGREEMENT THIS SETTLEMEN T AGREEMENT (the “Agreement”) is made and entered into as of May 19 , 2026 (the “Effective Date”), by and between 1800 DIAGONAL LENDING LLC (“ 1800 ”), a Virginia limited liability company having a place of business located at 1800 Diagonal Road, Suite 641 , Alexandria, Virginia 22314 , on the one hand, and NATURE'S MIRACLE HOLDING INC, a corporation formed and existing pursuant to the laws of the State of Delaware and having a principal place of business located at 3281 E . Guasti Road, Ste . 175 , Ontario, California 91761 (“NMHI” or “the Company”), on the other hand . 1800 and NMHI are referred to herein collectively as the “Settling Parties . ” WHEREAS, NMHI, as borrower, made, executed and delivered to 1800 a convertible promissory note dated July 30 , 2025 , in the principal amount of $ 90 , 200 (the “July Note”) pursuant to a certain Securities Pumhase Agreement (the “SPA”) which provided for, among other things, conversion rights in and to NMHI's common stock ; and, WHEREAS, NMHI, as borrower, made, executed and delivered to 1800 a promisso

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EXECUTION COPY

CREDIT AGREEMENT

dated as of

May 26, 2026

between

TELEFLEX INCORPORATED,

The GUARANTORS Party Hereto,

The LENDERS Party Hereto,

JPMORGAN CHASE BANK, N.A.,

as Administrative Agent

BANK OF AMERICA, N.A.,

PNC BANK, NATIONAL ASSOCIATION,

HSBC SECURITIES (USA) INC.

WELLS FARGO BANK, NATIONAL ASSOCIATION and

SUMITOMO MITSUI BANKING CORPORATION,

as Co-Syndication Agents

DNB BANK ASA, NEW YORK BRANCH,

CITIZENS BANK, N.A. and

U.S. BANK NATIONAL ASSOCIATION,

as Co-Documentation Agents

SANTANDER BANK, N.A.,

FIFTH THIRD BANK, NATIONAL ASSOCIATION,

FIRST NATIONAL BANK OF PENNSYLVANIA,

TRUIST BANK

FLAGSTAR BANK, N.A. and

CITIBANK, N.A.,

as Senior Managing Agents

JPMORGAN CHASE BANK, N.A.,

BANK OF AMERICA, N.A.,

PNC CAPITAL MARKETS LLC,

HSBC SECURITIES (USA) INC.,

WELLS FARGO SECURITIES, LLC,

SUMITOMO MITSUI BANKING CORPORATION,

DNB CARNEGIE, INC.,

CITIZENS BANK, N.A. and

U.S. BANK NATIONAL ASSOCIATION,

as Joint Lead Arrangers

and

JPMORGAN CHASE BANK, N.A.,

BANK OF AMERICA, N.A.,

PNC CAPITAL MARKETS LLC,

HSBC SECURITIES (USA) INC.,

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DOMINARI HOLDINGS INC.

May 18, 2026

Holder of Common Stock Purchase Warrants

Re: Inducement Offer to Exercise and/or Exchange Common Stock Purchase Warrants

Dear Holder:

Dominari Holdings Inc. (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) the opportunities set forth below with respect to outstanding Series B Common Stock Purchase Warrants issued to the Holder by the Company on February 14, 2025 (the “Series B Warrants” or the “Warrants” and the shares underlying the Series B Warrants, the “Series B Warrant Shares” or the “Warrant Shares”). Capitalized terms used and not otherwise defined herein that are defined in the Warrants.

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FOURTH AMENDMENT TO THE DERMATA THERAPEUTICS, INC.

2021 OMNIBUS EQUITY INCENTIVE PLAN

This Fourth Amendment (the “Amendment”) to the Dermata Therapeutics, Inc. 2021 Omnibus Equity Incentive Plan (the “Plan”) of Dermata Therapeutics, Inc. (the “Company”), is made as of March 25, 2026. All capitalized terms used but not defined in this Amendment shall have the meanings assigned to such terms in the Plan.

WITNESSETH:

WHEREAS, Section 17.2 of the Plan reserves to the Board of Directors of the Company (the “Board”) the right to amend the Plan from time to time;

WHEREAS, the Board desires to increase the number of shares of Common Stock reserved for issuance under the Plan from 153,586 to 402,214 shares, subject to approval by the Company’s stockholders.

NOW, THEREFORE, be it effective as of the date of approval by the Company’s stockholders, the Plan is hereby amended as follows:

1. Amendment to Section 4.1(a). Section 4.1(a) of the Plan is hereby amended and restated in its entirety, to read as follows:

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Exhibit 10.2

COMMON STOCK PURCHASE WARRANT HWH INTERNATIONAL INC.

Warrant Shares: 160,000,000

Initial Exercise Date: ____________, 2026

Issue Date: ____________, 2026

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Smart Dynamics Technology Limited, a British Virgin Islands company or their assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00PM (New York City time) on ______________, 2030 (the “Termination Date”) but not thereafter, to subscribe for and purchase from HWH International Inc., a Nevada corporation (the “Company”), up to 160,000,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of May 27, 2026, between HWH International Inc. a Nevada corporation having an address at 4800 Montgomery Lane, Suite 210, Bethesda, MD 20814 (the “Company”), and Smart Dynamics Technology Limited a company incorporated in the British Virgin Islands (BVI Company Number: 2182290), with its registered address at Unit 8, 3/F., Qwomar Trading Complex, Blackburne Road, Port Purcell, Road Town, Tortola, British Virgin Islands, VG1110, (including its successors and assigns, the “Purchaser”).

WHEREAS, the Company is listed on the Nasdaq Capital Market, with the trading symbol HWH;

WHEREAS, on May 5, 2026, the Company and the Purchaser entered into a Term Sheet, agreeing to certain transactions, and now intend to execute this Agreement to reflect the definitive terms of such transactions;

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