Browse EX-10 agreements

ASSIGNMENT AND ASSUMPTION AGREEMENT

This Assignment and Assumption Agreement (this “Agreement”) is entered into as of May 26, 2026, by and between:

Bleichroeder Acquisition 2 France, a société par actions simplifiée formed under the laws of the Republic of France (“Assignor”); and

Bleichroeder Acquisition France Merger Sub 2, a société anonyme formed under the laws of the Republic of France (“Assignee”).

RECITALS

WHEREAS, Assignor previously entered into that certain Securities Purchase Agreement, dated as of March 4, 2026 (as amended, restated, supplemented or otherwise modified from time to time, the “SPA”), by and among Assignor, Bleichroeder Acquisition Corp. II, a Cayman Islands exempted company (the “Company”), and the purchasers identified on the signature pages thereto.

…

AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT

This Amendment No. 1 (this “Amendment”) to that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of March 4, 2026, by and among Bleichroeder Acquisition Corp. II, a Cayman Islands exempted company (the “Company”), Bleichroeder Acquisition 2 France, a société par actions simplifiée formed under the laws of the Republic of France and wholly owned subsidiary of the Company (“Merger Sub”, and together with the Company, the “SPAC Parties”), and the purchasers identified on the signature pages thereto, including any purchaser’s successors and assigns (collectively, the “Existing Purchasers”), is entered into by and among the Company, Merger Sub, Inflection Point Fund I, LP (“Inflection Point”) and the additional purchasers identified on the signature pages hereto (collectively, the “New Purchasers” and, together with the Existing Purchasers, the “Purchasers” and each a “Purchaser”), effective as of May 23, 2026 (the “Effective Date”).

…

May 22, 2026

World Acceptance Corporation

104 South Main Street, Suite 400

Greenville, South Carolina 29601

Attention: John L. Calmes, Jr., CFO

Re: Consent and Limited Modification to Fixed Charge Ratio

Ladies and Gentlemen:

Reference is hereby made to the Revolving Credit Agreement dated as of July 22, 2025 (as the same may be amended, modified, restated or supplemented from time to time pursuant to the terms thereof, the “Credit Agreement”), by and among WORLD ACCEPTANCE CORPORATION, a South Carolina corporation (the “Borrower”), the Lenders from time to time party thereto, and Bank of Montreal (“BMO”), as Administrative Agent and Collateral Agent. Capitalized terms used herein without definition shall have the same meanings herein as such

terms have in the Credit Agreement.

…

Exhibit 10.5 PERFORMANCE STOCK UNIT - PSU PERFORMANCE STOCK UNIT AWARD Granted by NORTHWEST BANCSHARES, INC. under the NORTHWEST BANCSHARES, INC. 2026 EQUITY INCENTIVE PLAN This performance restricted stock unit agreement (“Performance Stock Unit Award” or “Agreement”) is and will be subject in every respect to the provisions of the 2026 Equity Incentive Plan (the “Plan”) of Northwest Bancshares, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan and related prospectus have been provided to each person granted a performance-based Restricted Stock Unit (“Performance Stock Unit” or “PSU”) Award pursuant to the Plan. The holder of this Performance Stock Unit Award (the “Participant”) hereby accepts this Performance Stock Unit Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the committee appointed to administer the Plan (“Committee”) or the Board of Directors will be fi

…

Exhibit 10.4 TIME BASED VESTING RESTRICTED STOCK UNIT AWARD Granted by NORTHWEST BANCSHARES, INC. under the NORTHWEST BANCSHARES, INC. 2026 EQUITY INCENTIVE PLAN This restricted stock unit agreement (“Restricted Stock Unit Award” or “Agreement”) is and will be subject in every respect to the provisions of the 2026 Equity Incentive Plan (the “Plan”) of Northwest Bancshares, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan and related prospectus have been provided or made available to each person granted a Restricted Stock Unit Award pursuant to the Plan. The holder of this Restricted Stock Unit Award (the “Participant”) hereby accepts this Restricted Stock Unit Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the committee appointed to administer the Plan (“Committee”) or the Board of Directors will be final, binding and conclusive upon the Participant and the Parti

…

Exhibit 10.3 RESTRICTED STOCK AWARD Granted by NORTHWEST BANCSHARES, INC. under the NORTHWEST BANCSHARES, INC. 2026 EQUITY INCENTIVE PLAN This restricted stock agreement (“Restricted Stock Award” or “Agreement”) is and will be subject in every respect to the provisions of the 2026 Equity Incentive Plan (the “Plan”) of Northwest Bancshares, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided or made available to each person granted a Restricted Stock Award pursuant to the Plan. The holder of this Restricted Stock Award (the “Participant”) hereby accepts this Restricted Stock Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Compensation Committee of the Board of Directors of the Company (“Committee”) will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Excep

…

The Middleby Corporation

Value Creation Incentive Plan

Amended and Restated Effective as of May 20, 2026

1. General.

The Value Creation Incentive Plan (hereinafter, the “Plan” or “VCIP”) was adopted and approved by the Board (as defined below) of The Middleby Corporation (the “Company”) on March 3, 2011, and amended and restated effective as of May 20, 2026. This document replaces the Amended and Restated Management Incentive Compensation Plan which was initially adopted by the stockholders of the Company in 2001, and The Middleby Corporation Executive Officer Incentive Plan which was initially adopted by the stockholders of the Company in 2006.

2. Purpose.

The VCIP is intended to provide an incentive for superior performance, to motivate participating employees toward the highest levels of achievement and business results, to tie their goals and interests to those of the Company and its stockholders, and to enable the Company to attract and retain highly qualified executive officers.

…

THE MIDDLEBY CORPORATION

EXECUTIVE SEVERANCE PLAN

Plan Document and Summary Plan Description

Effective May 20, 2026

---

TABLE OF CONTENTS

				Page
ARTICLE ONE FOREWORD					1
Section 1.01		Purpose of the Plan			1
ARTICLE TWO DEFINITIONS					1
Section 2.01		“Accounting Firm”			1
Section 2.02		“Affiliate”			1
Section 2.03		“Middleby Group”			1
Section 2.04		“Base Salary”			1
Section 2.05		“Board”			1
Section 2.06		“Cause”			1
Section 2.07		“Change in Control”			2
Section 2.08		“Code”			2
Section 2.09		“Committee”			2
Section 2.10		“Company”			2
Section 2.11		“Company Services”			2
Section 2.12		“Customer”			2
Section 2.13		“Director”			3

…

MEDIFAST, INC.

AMENDED AND RESTATED 2012 SHARE INCENTIVE PLAN

1.Purpose. The purpose of this Amended and Restated 2012 Share Incentive Plan (the “Plan”) of Medifast, Inc., a Delaware corporation (the “Company”), is to advance the interests of the Company and its stockholders by providing a means to attract, retain, and reward executive officers and other key individuals of the Company and/or its subsidiaries, to link compensation to measures of the Company’s performance in order to provide additional share- based incentives to such individuals for the creation of stockholder value, and to promote ownership of a greater proprietary interest in the Company, thereby aligning such individuals’ interests more closely with the interests of stockholders of the Company.

…

EXECUTION VERSION

CERTAIN INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT PURSUANT TO ITEM 601(B)(10) OF REGULATION S-K, BECAUSE IT IS BOTH NOT MATERIAL AND THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. IN ADDITION, CERTAIN PERSONALLY IDENTIFIABLE INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT PURSUANT TO ITEM 601(A)(6) OF REGULATION S-K. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED.

FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT

This FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT, dated as of May 21, 2026 (this “Amendment”), by and among BLACKROCK MONTICELLO DEBT REAL ESTATE INVESTMENT TRUST, a Maryland statutory trust (“Borrower”), and JPMORGAN CHASE BANK, N.A. (“Lender”), amends the Revolving Credit Agreement, dated as of May 22, 2025 (as amended, restated, supplemented or otherwise modified prior to the date hereof, the “Credit Agreement”), by and among Borrower and Lender.

RECITALS

WHEREAS, the parties hereto wish to make certain changes to the Credit Agreement, as herein provided.

…

INDEMNIFICATION AGREEMENT

This Indemnification Agreement (“Agreement”), dated as of [DATE], is by and between NLI Holdings, Inc., a Delaware corporation (the “Company”), and [NAME OF DIRECTOR/OFFICER] (the “Indemnitee”).

WHEREAS, Indemnitee is [a director/an officer] of the Company/the Company expects Indemnitee to join the Company as [a director/an officer];

WHEREAS, both the Company and Indemnitee recognize the increased risk of litigation and other claims being asserted against directors and officers of public companies;

WHEREAS, the board of directors of the Company (the “Board”) has determined that enhancing the ability of the Company to retain and attract as directors and officers the most capable persons is in the best interests of the Company and that the Company therefore should seek to assure such persons that indemnification and insurance coverage is available;

…

PURCHASE AND SALE AGREEMENT

between

COGENT FIBER LLC

as Seller

and

ISQ CITADEL AGGREGATOR, L.P.,

as Purchaser

TABLE OF CONTENTS

Page

TABLE OF CONTENTS	i

Article 1 SALE OF PROPERTY	1

	1.1	Real Property	1
	1.2	Personal Property	1
	1.3	Other Property Rights	2
	1.4	Excluded Property Rights	2
	1.5	Excluded Liabilities	3

Article 2 PURCHASE PRICE AND DEPOSIT	4

	2.1	Purchase Price	4

Article 3 TITLE MATTERS	5

	3.1	Title to Real Property	5
	3.2	Title Defects	5

Article 4 PURCHASER’S DUE DILIGENCE	7

…