Document

Approved

March 2026

Terms of Non-Employee Director Compensation

(adopted on March 3, 2026)

Each director serving on the Board of Directors of the Company (the “Board”) who is not an employee of the Company or an Affiliate (each, a “Non- Employee Director”) shall be compensated as provided below and as determined by the Board from time to time. The terms set forth below shall be in effect as of April 25, 2026 and shall remain in effect until modified by the Board or the Nominating and Corporate Governance Committee of the Board (the “Committee”).

Equity compensation awards granted pursuant to this Exhibit A shall be granted under the 2021 Medtronic plc Long Term Incentive Plan (the “Incentive Plan”). Unless otherwise defined below, capitalized terms set forth in this Exhibit A shall have the meaning given to them in the Incentive Plan.

Annual Retainers and Annual Stipends

Each Non-Employee Director shall be paid an annual retainer equal to $175,000 (the “Annual Retainer”).

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Document

June 18, 2025

Dear Michelle,

I am pleased to provide you with this offer of employment at Medtronic. Your valuable experience will help shape our business and improve the lives of patients. Building the right team of talented people plus our market-leading position is a powerful combination – one that presents opportunity for tremendous growth and success.

By accepting our offer, you will be eligible to receive the following compensation and benefits:

Title - Executive Vice President General Counsel and Secretary

In this role, you will serve as a member of my leadership team and as a member of Medtronic’s Executive Committee. Note: This position is determined to be a Section 16(b) Officer position as defined under the U.S. Securities Act of 1933.

Employment Location Your employment will be based out of Medtronic’s Operating Headquarters in Minneapolis, Minnesota.

Employment Date

Your employment start date (herein called “Start Date”) will be mutually agreed upon.

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Document

EXECUTION VERSION

AMENDMENT NO. 5 AND EXTENSION AGREEMENT TO THE AMENDED AND RESTATED CREDIT AGREEMENT

Dated as of December 12, 2025

AMENDMENT NO. 5 AND EXTENSION AGREEMENT TO THE

AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) among MEDTRONIC GLOBAL HOLDINGS S.C.A., a partnership limited by shares (société en commandite par actions) incorporated under the laws of the Grand-Duchy of Luxembourg having its registered office at 40, avenue Monterey, L-2163 Luxembourg, Grand Duchy of Luxembourg, and registered with the Luxembourg trade and companies register under the number B 191 129 (the “Company”), MEDTRONIC, INC., a Minnesota corporation (“Medtronic”), MEDTRONIC PLC, an Irish public limited company (“Parent”), the Lenders (as defined below) party hereto and BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”) for the Lenders.

PRELIMINARY STATEMENTS:

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Exhibit 10.25

 

SEPARATION AND RELEASE OF CLAIMS AGREEMENT

 

This Separation and Release of Claims Agreement (the “Agreement”) is made as of the Agreement Effective Date (as defined below) between Grace Therapeutics, Inc. (the “Company”) and Carrie D’Andrea (“Employee”) (together, the “Parties”).

 

RECITALS

 

WHEREAS, the Company and Employee are parties to that certain Letter Agreement dated November 12, 2025, as amended by Amendment No. 1 dated January 10, 2026 (the “Letter Agreement”);

 

WHEREAS, the Parties are ending their employment relationship and wish to establish mutually agreeable terms for Employee’s orderly transition and separation from the Company effective on the Separation Date (as defined below); and

 

WHEREAS, the Parties agree that the payments, benefits, and rights set forth in this Agreement shall be the exclusive payments, benefits, and rights due Employee.

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EX-10.124(b)

 

Exhibit 10.124(b)

AMENDED AND RESTATED TRADEMARK LICENSE AGREEMENT

This AMENDED AND RESTATED TRADEMARK LICENSE AGREEMENT (the “Agreement”) is entered into and made effective on this 11th day of April, 2024, the (“Amended Effective Date”) by and between Smith & Wesson Inc., a Delaware corporation having a place of business at 1852 Proffitt Springs Rd., Maryville, TN 37801 (“S&W” or “Licensor”) and AOB Products Company, a Missouri corporation having a place of business at 1800 North Route Z, Columbia, Missouri 65202 (“Licensee”). Each of S&W and Licensee may be referred to herein as a “party” and collectively they may be referred to herein as the “parties.”

Background:

A.

The parties entered into that certain Trademark License Agreement (the “Original Agreement”), dated August 24, 2020 (the “Effective Date”);

B.

S&W owns certain trademarks for use on and in connection with firearms, apparel, accessories and other products;

C.

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STATE OF TENNESSEE DEPARTMENT OF ECONOMIC AND COMMUNITY DEVELOPMENT

ACCOUNTABILITY AGREEMENT

This Accountability Agreement (this “Agreement”) is made and entered into as of 6/2/22 by and among the Tennessee Department of Economic and Community Development, a department of the State of Tennessee (the “State”), Blount Partnership (the “Development Authority”), and Smith & Wesson Brands, Inc. (the “Company”) (the State, the Development Authority, and the Company, collectively, the “Parties”).

RECITALS

WHEREAS, the purpose of the State’s incentive programs is to promote long-term job growth by providing financial assistance to eligible applicants to induce and assist companies to relocate, expand, or construct projects in Tennessee;

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EX-10.127(b)

Exhibit 10.127(b)

DIVIDEND EQUIVALENTS AWARD AGREEMENT

Eligible Person:

Grant Date: September 19, 2023

This Dividend Equivalents Award Agreement (this “Agreement”), dated as of the Grant Date listed above, is entered into by and between Smith & Wesson Brands, Inc., a Nevada corporation (the “Company”), and the Eligible Person listed above, pursuant to the Smith & Wesson Brands, Inc. 2022 Incentive Stock Plan, as amended from time to time (the “Plan”).

WHEREAS, pursuant to Section 6(g) of the Plan, the Committee is authorized to grant Dividend Equivalents to any Eligible Person entitling the Eligible Person to receive cash, Shares, other Awards, or other property equal in value to the dividends paid with respect to a specified number of Shares, or other periodic payments;

WHEREAS, on September 19, 2023, the Committee determined to grant Dividend Equivalents to directors and named executive officers effective immediately with respect to both future and outstanding awards of time-based restricted stock units; and

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SMITH & WESSON BRANDS, INC.

EXECUTIVE SEVERANCE PAY PLAN

(Amended and Restated as of June 4, 2020)

(Amended and Restated as of June 18, 2025)

Smith & Wesson Brands, Inc. (the “Company”) hereby amends and restates the Company’s Executive Severance Pay Plan (the “Plan”), originally adopted on July 2, 2013 and amended and restated on June 4, 2020, for the benefit of the Participating Employees as defined herein.

The Plan is designed to serve as a vehicle for the Company to provide severance pay and certain benefits to a select group of employees designated by the Administrator who (i) are terminated from employment without Good Cause, (ii) resign for Good Reason, (iii) are terminated from employment without Good Cause under certain circumstances incident to a Change in Control or (iv) resign following an Adverse Change in Control Effect. The legal rights and obligations of any Participating Employee shall be determined solely by the provisions of the Plan, as interpreted by the Administrator in the exercise of its sole and absolute discretion.

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EX-10.119(a)

Exhibit 10.119(a)

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

AMENDED AND RESTATED EMPLOYMENT AGREEMENT effective as of the 18th day of June 2025, by and between SMITH & WESSON BRANDS, INC. (formerly known as AMERICAN OUTDOOR BRANDS CORPORATION), a Nevada corporation (“Employer”), and MARK P. SMITH (“Employee”) (this “Agreement”).

WHEREAS, Employer and Employee entered into an employment agreement, executed on April 4, 2020 and effective as of the 15th day of January 2020 (the “Prior Agreement”).

WHEREAS, Employer and Employee desire to amend and restate the Prior Agreement on the terms and conditions set forth herein.

WHEREAS, Employer desires to employ Employee as President and Chief Executive Officer, and Employee desires to accept such employment, upon the terms and conditions contained herein.

NOW, THEREFORE, in consideration of the premises and of the mutual covenants set forth in this Agreement, the parties hereto agree as follows:

Employment.

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Private and confidential

December 1, 2025

 

Rex S. Jackson

211 Oakland Avenue

Capitola, CA 95010 USA

 

Dear Rex,

 

We are writing to you on behalf of the board of directors ( Board ) of Terra Innovatum Global N.V., a public company ( naamloze vennootschap ) under Dutch law, having its official seat ( statutaire zetef ) in Amsterdam, the Netherlands and with address at Via Matteo Trenta 117, CAP 55100, Lucca, Italy, registered with the Dutch trade register under number 98523554 ( Company ), to thank you for having agreed to serve as non-executive director on the Board of the Company, also qualifying as independent (within the meaning of the Dutch Corporate Governance Code ( DCGC ) and the applicable Nasdaq standard rules.

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Private and confidential

 

02 December 2025

Clearwater, Florida USA

 

Dear Peter,

 

We are writing to you on behalf of the board of directors (Board) of Terra Innovatum Global N.V., a public company (naamloze vennootschap) under Dutch law, having its official seat (statutaire zetel) in Amsterdam, the Netherlands and with address at Via Matteo Trenta 117 , CAP 55100, Lucca, Italy, registered with the Dutch trade register under number 98523554 (Company), to thank you for having agreed to serve as non- executive director on the Board of the Company, also qualifying as independent (within the meaning of the Dutch Corporate Governance Code (DCGC) and the applicable Nasdaq standard rules.

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ADDENDUM SERVICE AGREEMENT

 

 

 

THIS ADDENDUM is dated 10 December 2025 and made between:

 

(1)

TERRA INNOVATUM GLOBAL N.V., a public company (naamloze vennootschap) under Dutch law, having its official seat (statutaire zetel) in Amsterdam, the Netherlands and with address at Via Matteo Trenta 117, CAP 55100, Lucca, Italy, registered with the Dutch trade register under number 98523554 (the Company); and

 

(2)

K.C. WILLIAMS, born on 14 August 1957, residing at 129 Wood Duck Loop, Mooresville NC 28117, United States of America (the Non-Executive Director).

 

The Company and the Non-Executive Director hereinafter to be referred to jointly as Parties and individually Party.

 

WHEREAS:

 

(A)

The Non-Executive Director has been appointed as an independent non-executive director to the board of directors of the Company by means of a shareholder’s resolution of the Company, effective as of 10 October 2025;

 

(B)

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