Browse EX-10 agreements

Execution Version

EIGHTH AMENDMENT TO

NOTE PURCHASE AND PRIVATE SHELF AGREEMENT

This EIGHTH AMENDMENT TO NOTE PURCHASE AND PRIVATE SHELF AGREEMENT dated as of August 6, 2026 (this “Amendment”), is made by and among MGP Ingredients, Inc., a Kansas corporation (the “Company”), PGIM, Inc. (“Prudential”), and the holders of Notes (as defined in the below described Note Agreement) (the “Noteholders”) listed on the signature pages hereto.

PRELIMINARY STATEMENTS:

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Execution Version

AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT

    This AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of August 6, 2026 (this “Amendment”), is among MGP INGREDIENTS, INC. a Kansas corporation (the “Borrower”), EACH OF THE UNDERSIGNED SUBSIDIARIES OF THE BORROWER (each a “Guarantor” and collectively, the “Guarantors”), WELLS FARGO BANK, NATIONAL ASSOCIATION as Administrative Agent (in such capacity, the “Administrative Agent”) and the Lenders (as defined below) party hereto.

RECITALS:

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Exhibit 10.2

BATTALION OIL CORPORATION

VOTING AND LOCK-UP AGREEMENT

This Voting and Lock-Up Agreement (this “Agreement”), dated August 7, 2026, is made by and between Gen IV Investment Opportunities, LLC, a Delaware limited liability company (“Stockholder”), and Battalion Oil Corporation, a Delaware corporation (the “Company”).

WHEREAS, as of the date hereof, Stockholder and the Company have entered into that certain Preferred Stock Repurchase and Conversion Agreement (the “PSRCA”), pursuant to which, among other things, Stockholder is receiving 3,494,258 shares of the Company’s common stock, par value $0.0001 per share (the “Converted Common Shares”), in connection with the conversion of certain shares of the Company’s preferred stock, par value $0.0001 per share; and

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Exhibit 10.1

BATTALION OIL CORPORATION

PREFERRED STOCK REPURCHASE AND CONVERSION AGREEMENT

This Preferred Stock Repurchase and Conversion Agreement (this “Agreement”), dated August 7, 2026, is made by and between Gen IV Investment Opportunities, LLC, a Delaware limited liability company (“Seller”) and Battalion Oil Corporation, a Delaware corporation (the “Company”).

WHEREAS, Seller is the holder of 5,138 shares of the Company’s Series A Redeemable Convertible Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”);

WHEREAS, Seller is the holder of 7,810 shares of the Company’s Series A-1 Redeemable Convertible Preferred Stock, par value $0.0001 per share (the “Series A-1 Preferred Stock”);

WHEREAS, Seller is the holder of 6,630 shares of the Company’s Series A-2 Redeemable Convertible Preferred Stock, par value $0.0001 per share (the “Series A-2 Preferred Stock”);

WHEREAS, Seller is the holder of 3,789 shares of the Company’s Series A-3 Redeemable Convertible Preferred Stock, par value $0.0001 per share (the “Series A-3 Preferred Stock”);

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(v1.26 Non-Bento) Certain information has been excluded from this Exhibit 10.1 because it is immaterial and would likely cause competitive harm to the parties if publicly disclosed. BITGO CUSTODIAL SERVICES AGREEMENT This BitGo Custodial Services Agreement (this “Agreement”) is made as of the Effective Date by and between each entity listed on Schedule B (severally and not jointly, each a “Client”) and the Custodian. This Agreement governs Client’s use of the Services (as defined below) provided or made available by Custodian to Client. Definitions. Capitalized terms not defined elsewhere in this Agreement shall have the meaning set forth below: a) “Affiliate” means, with respect to any Person, any other Person that directly or indirectly controls, is controlled by, or is under common control with such Person. “Control” means the direct or indirect ownership of more than 50% of the voting securities or voting interests of a Person, or the possession of the power to direct or cause the direction of the management and policies of a Person, whether through ownership of equity interests,

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Capital Southwest Corporation

Up to $2,000,000,000
Shares of Common Stock
(par value $0.25 per share)

EQUITY DISTRIBUTION AGREEMENT

August 7, 2026

RBC Capital Markets, LLC

200 Vesey Street, 8th Floor

New York, New York 10281

Ladies and Gentlemen:

Capital Southwest Corporation, a Texas corporation (the “Company”), and RBC Capital Markets, LLC (the “Manager”) confirm their agreement, on the terms and conditions described below in this Equity Distribution Agreement (this “Agreement”), as follows:

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STEWARDS INC.

AMENDMENT NO. 1 TO PROMISSORY NOTE

**THIS AMENDMENT NO. 1 **(this “Amendment”) to that certain Promissory Note dated June 1, 2023 in the original principal amount of US $4,700,000 (the “Original Note”), by and between Stewards Inc., a Nevada corporation formerly known as Favo Capital, Inc. (the “Company” or “Maker”), and **FAVO Holdings, LLC **(the “Holder”), is entered into as of **June 1, 2026 **(the “Effective Date”). Capitalized terms used but not defined herein have the meanings given in the Original Note.

RECITALS

A.**      **Under the Original Note, the final installment of principal in the amount of $1,600,000 (the “Final Installment”), together with accrued interest at 6.0% per annum, was due and payable on May 31, 2026. Interest is computed on the basis of a 365-day or 366-day year, as applicable, and actual days elapsed. The Final Installment is held by the Holder, which is owned 65% by Vincent Napolitano and 35% by Shaun Quin.

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TICKETING AGREEMENT

THIS TICKETING AGREEMENT (“Agreement”) is entered into and made effective as of July 21, 2026 (“Effective Date”), by and between Ticketmaster L.L.C., a Virginia limited liability company (“Ticketmaster”), and Venu Holding Corporation, a Colorado corporation (“Principal”). This Agreement consists of this Ticketing Agreement and any Addenda, Exhibits and/or Schedules attached which are incorporated in this Agreement by this reference. The meanings of capitalized terms used and not otherwise defined within the provisions of this Agreement are set forth in Section 12. In consideration for the mutual promises and covenants set forth below, the parties agree as follows:

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of [*], 2026, between iSpecimen 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 an effective registration statement under the Securities Act (as defined below), 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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ARTICLE I.

DEFINITIONS

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PLACEMENT AGENCY AGREEMENT

[*], 2026

E.F. Hutton & Co.

745 Fifth Avenue, 34th Floor & PH

New York, NY 10151

Ladies and Gentlemen:

This letter (the “Agreement”) constitutes the agreement between E.F. Hutton & Co. (“EF Hutton” or the “Placement Agent”) and iSpecimen Inc., a Delaware corporation (the “Company”), pursuant to which the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of shares (the “Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common Stock”), and/or, in lieu of Shares, pre-funded warrants to purchase shares of Common Stock (the “Pre-Funded Warrants”) to certain investors whose purchase of Shares would otherwise result in beneficial ownership in excess of the applicable beneficial ownership limitation (the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants, the “Warrant Shares”; and the Shares, the Pre-Funded Warrants and the Warrant Shares, collectively, the “Securities”), to be sold by the Comp

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Exhibit 10.1

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FIRST AMENDMENT TO EMPLOYMENT AGREEMENT

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This First Amendment (the “Amendment”) made effective as of August 5, 2026, to the Amended and Restated Employment Agreement, effective as of April 20, 2023 (the “Employment Agreement”), by and between W&T Offshore, Inc., a Texas corporation (the “Company”) and Tracy W. Krohn (“Key Employee”).

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Capitalized terms used but not defined in this Amendment shall have the meanings given to such terms in the Employment Agreement.

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WHEREAS, Key Employee and the Company entered into the Employment Agreement effective as of April 20, 2023;

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**WHEREAS, **Key Employee and the Company desire to amend the Employment Agreement, as more specifically set forth in this Amendment.

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**NOW, THEREFORE,**in consideration of the mutual promises and covenants set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Key Employee and the Company hereby agree as follows:

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LOCAL BOUNTI CORPORATION

CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT

This Convertible Note and Warrant Purchase Agreement (the “Agreement”) is made as of August 7, 2026 (the “Agreement Date”) by and between Local Bounti Corporation, a Delaware corporation (the “Company”), and U.S. Bounti, LLC, a Delaware limited liability company (the “Purchaser”).

The parties hereby agree as follows:

1.Purchase and Sale of the Convertible Note and Warrant Issuance.

1.1.Issuance of Note and Warrant.

(a)Subject to the terms and conditions of this Agreement, the Purchaser agrees to purchase at the Closing and the Company agrees to sell and issue to the Purchaser (i) a convertible note in the form attached hereto as Exhibit A(the “Note”), and (ii) a Common Stock purchase warrant, in the form attached hereto as Exhibit B, registered in the name of the Purchaser, pursuant to which the Purchaser shall have the right to purchase and acquire 1,000,000 shares of Common Stock (the “Warrant”), for a combined purchase price of $12,500,000.00 (the “Purchase Price”).

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