Browse EX-10 agreements

**ELECTRA THERAPEUTICS, INC. **

**2026 EMPLOYEE STOCK PURCHASE PLAN **

**ADOPTED BY THE BOARD OF DIRECTORS: AUGUST 19, 2026 **

**APPROVED BY THE STOCKHOLDERS: SEPTEMBER 10, 2026 **

1.	**GENERAL; PURPOSE. **

(a) The Plan provides a means by which Eligible Employees of the Company and certain Designated Companies may be given an opportunity to purchase Shares. The Plan permits the Company to grant a series of Purchase Rights to Eligible Employees under an Employee Stock Purchase Plan. In addition, the Plan permits the Company to grant a series of Purchase Rights to Eligible Employees who do not meet the requirements of an Employee Stock Purchase Plan.

…

**ELECTRA THERAPEUTICS, INC. **

**NON-EMPLOYEE DIRECTOR COMPENSATION POLICY **

**ADOPTED: AUGUST 19, 2026 **

**EFFECTIVE DATE:      **

Each member of the Board of Directors (the “Board”) who is not also serving as an employee of or consultant to Electra Therapeutics, Inc. (the “Company”) or any of its subsidiaries (each such member, an “Eligible Director”) will receive the compensation described in this Non-Employee Director Compensation Policy (this “Policy”) for his or her Board service upon and following the date of the underwriting agreement between the Company and the underwriters managing the initial public offering of the Company’s common stock (the “Common Stock”), pursuant to which the Common Stock is priced in such initial public offering (the “Effective Date”). An Eligible Director may decline all or any portion of his or her or their compensation by giving notice to the Company prior to the date cash may be paid or equity awards are to be granted, as the case may be. This Policy is effective as of the Effective Date and may be amend

…

**ELECTRA THERAPEUTICS, INC. **

**2026 EQUITY INCENTIVE PLAN **

**ADOPTED BY THE BOARD OF DIRECTORS: AUGUST 19, 2026 **

**APPROVED BY THE STOCKHOLDERS: SEPTEMBER 10, 2026 **

1.	**GENERAL. **

(a) Plan Purpose. The Company, by means of the Plan, seeks to secure and retain the services of Employees, Directors and Consultants, to provide incentives for such persons to exert maximum efforts for the success of the Company and any Affiliate and to provide a means by which such persons may be given an opportunity to benefit from increases in value of the Common Stock through the granting of Awards.

(b) Types of Awards. The Plan provides for the grant of the following Awards: (i) Incentive Stock Options; (ii) Nonstatutory Stock Options; (iii) Stock Appreciation Rights; (iv) Restricted Stock Awards; (v) Restricted Stock Unit Awards; (vi) Performance Awards; and (vii) Other Awards.

…

**STOCK RESTRICTION AGREEMENT **

**This Stock Restriction Agreement **(the “Agreement”) is made as of *  *, by and between Electra Therapeutics, Inc., a Delaware corporation (the “Company”) and [*    *] (“Holder”). Certain capitalized terms used below are defined in the terms and conditions set forth in Exhibit A attached to this Agreement, which are incorporated by reference.

…

**OPTION CANCELLATION AGREEMENT **

This** OPTION CANCELLATION AGREEMENT **(this “Agreement”) is made and entered into on September 11, 2026, by and between Electra Therapeutics, Inc. (the “Company”) and Quehuong (Kathy) Dong, Pharm.D., M.B.A. (“Optionee”).

**RECITALS **

WHEREAS, on February 13, 2026, the Company granted to Optionee options to purchase 342,048 shares of Company common stock (as adjusted for any stock split, the “Option”) under the terms of the Company’s 2022 Stock Plan;

WHEREAS, the Option remains outstanding as of the date of this Agreement; and

…

Execution Version

AMENDMENT NO. 5 (this “Amendment No. 5”), dated as of June 18, 2026, among UNITED NATURAL FOODS, INC., a Delaware corporation (the “Lead Borrower”), UNFI WHOLESALE, INC., a Delaware corporation (“UNFIWholesale”), UNFI DISTRIBUTION COMPANY, LLC, a Delaware limited liability company (“UNFIDistribution”) and SUPERVALU INC., a Delaware corporation (“SuperValu”, and together with UNFI Wholesale and UNFI Distribution, the “Co-Borrowers” and each, a “Co-Borrower”; and, the Co-Borrowers together with the Lead Borrower, the “Borrowers”), the 2026 Term Lenders party hereto and JPMorgan Chase Bank, N.A. (“JPMorgan”), as administrative agent (the “Administrative Agent”) and collateral agent under the Existing Credit Agreement.

…

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2026, is made and entered into by and among Leader’s Advantage Acquisition Corp., a Cayman Islands exempted company (the “Company”), Leader’s Advantage Company, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

RECITALS

WHEREAS, the Sponsor currently owns 4,312,500 Class B ordinary shares of the Company, par value $0.0001 per share (the “Class B Ordinary Shares”), and the other Holders currently own an aggregate of zero (0) Class B Ordinary Shares, which were received from the Sponsor;

…

PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT

THIS PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [  ], 2026, is entered into by and between Leader’s Advantage Acquisition Corp., a Cayman Islands exempted company (the “Company”), and [    ], a company with its principal place of business in [   ] (the “Purchaser”).

…

INVESTMENT MANAGEMENT TRUST AGREEMENT

This Investment Management Trust Agreement (this “Agreement”) is made effective as of [   ], 2026 by and between Leader’s Advantage Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Odyssey Transfer & Trust Company, a New York corporation (the “Trustee”).

WHEREAS, the Company’s registration statement on Form S-1, (File No. 333-296772) (the “Registration Statement”) and prospectus (the “Prospectus”) for the initial public offering of the Company’s units (the “Units”), each of which consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, each whole warrant entitling the holder thereof to purchase one Ordinary Share (such initial public offering hereinafter referred to as the “Offering”), has been declared effective as of the date hereof by the U.S. Securities and Exchange Commission;

…

[   ], 2026 

Leader’s Advantage Acquisition Corp.

1288 NJ-73, Suite 401, Mt. Laurel Township, NJ 08054

Re: Initial Public Offering

Ladies and Gentlemen:

This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Leader’s Advantage Acquisition Corp., a Cayman Islands exempted company (the “Company”) and Clear Street LLC as representative (the “Representative”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 17,250,000 of the Company’s units (including up to 2,250,000 units which may be purchased to cover over- allotments, if any) (the “Units”), each comprised of one Class A ordinary share, par value $0.0001 per share, of the Company (the “Class A Ordinary Shares”) and one-half of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to

…

PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT

THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [ ], 2026, is entered into by and between Leader’s Advantage Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Leader’s Advantage Company, LLC, a Delaware limited liability company (the “Purchaser”).

…

SECURITIES TRANSFER AGREEMENT

** **

by and between

** **

HCG Opportunity III, LLC

** **

**and **

** **

LAUNCH TWO SPONSOR LLC

** **

Dated as of June 25, 2026

** **

** **

Table of contents

** **

Article I TRANSFER AND CHANGES			2
	1.1	Transfer	2
	1.2	Changes	2
Article II CLOSING			2

…