Browse EX-10 agreements

NON-REDEMPTION AGREEMENT

This Non-Redemption Agreement (this “Agreement”) is entered as of September [__], 2026 by and among Andretti Acquisition Corp. II, a Cayman Islands exempted company (the “Company”), Andretti Sponsor II LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned investor (the “Investor”).

RECITALS

WHEREAS, the Sponsor currently holds Class B ordinary shares, par value $0.0001 per share, of the Company (the “Class B Ordinary Shares”) initially purchased in a private placement prior to the Company’s initial public offering (the “IPO” and such shares, the “Founder Shares”);

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CERTAIN INFORMATION, IDENTIFIED BY, AND REPLACED WITH, A MARK OF “[**]” HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE AND CONFIDENTIAL.

Execution Version

REGISTRATION RIGHTS AGREEMENT

ThisREGISTRATION RIGHTS AGREEMENT(this “Agreement”), dated as of September 4, 2026, is by and between Roth Principal Investments, LLC, a Delaware limited liability company (the “Investor”), and Fold Holdings, Inc., a Delaware corporation (the “Company”).

RECITALS

A. The Company and the Investor have entered into that certain Common Stock Purchase Agreement, dated as of the date hereof (the “Purchase Agreement”), pursuant to which the Company may issue, from time to time, to the Investor up to the lesser of (i) $25,000,000 in aggregate gross purchase price of newly issued shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”), and (ii) the Exchange Cap (to the extent applicable under Section 3.5 of the Purchase Agreement), as provided for therein.

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CERTAIN INFORMATION, IDENTIFIED BY, AND REPLACED WITH, A MARK OF “[**]” HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE AND CONFIDENTIAL.

Execution Version

COMMON STOCK PURCHASE AGREEMENT

Dated as of September 4, 2026

by and between

FOLD HOLDINGS, INC.

and

ROTH PRINCIPAL INVESTMENTS, LLC

1251600166.v6

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TABLE OF CONTENTS

Page

ARTICLE I DEFINITIONS		1
ARTICLE II PURCHASE AND SALE OF COMMON STOCK		2

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Exhibit 10.4

Execution Version

September 6, 2026

Via E-mail

Kim Robison

Dear Kim:

As you are aware, WaFd, Inc. (the “Company”) plans to enter into an Agreement and Plan of Merger on or about September 6, 2026 (the “Merger Agreement”) with EverBank Financial Corp. (“EverBank”), pursuant to which EverBank will, subject to the terms and conditions set forth in the Merger Agreement, merge with and into the Company (the “Merger”), with the Company as the surviving corporation (hereinafter referred to in such capacity and together with EverBank, National Association, as the “Surviving Corporation”).  Reference is made to your Change of Control Agreement with the Company, dated as of January 24, 2018 (the “CIC Agreement”).

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Exhibit 10.2

Execution Version

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of the Effective Date (as defined below), by and among WaFd, Inc. (the “Company”), WaFd Bank, the Washington-chartered bank subsidiary of the Company (including any successors thereto, the “Bank” and, together with the Company, “WaFd”), and Brent J. Beardall (“Executive”).

WHEREAS, pursuant to that certain Agreement and Plan of Merger, dated as of the date hereof (the “Merger Agreement”), by and between the Company and EverBank Financial Corp, a Delaware corporation (“EverBank”), EverBank will be merged with and into the Company;

WHEREAS, pursuant to the Merger Agreement, the Company shall take all such actions as may be required to cause the corporate name of the Surviving Corporation (as defined in the Merger Agreement) to be changed to EverBank Financial Corp. effective immediately following the Effective Time (as defined in the Merger Agreement);

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Exhibit 10.3

Execution Version

September 6, 2026

Via E-mail

Brent J. Beardall

Dear Brent:

As you are aware, WaFd, Inc. (the “Company”) plans to enter into an Agreement and Plan of Merger on or about September 6, 2026 (the “Merger Agreement”) with EverBank Financial Corp. (“EverBank”), pursuant to which EverBank will, subject to the terms and conditions set forth in the Merger Agreement, merge with and into the Company (the “Merger”), with the Company as the surviving corporation (hereinafter referred to in such capacity and together with EverBank, National Association, as the “Surviving Corporation”).  Reference is made to your Change of Control Agreement with the Company, dated as of August 17, 2015 (the “CIC Agreement”).

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Exhibit 10.1

EXECUTION VERSION

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SHAREHOLDERS AGREEMENT

BY AND AMONG

WAFD, INC.

AND

THE INVESTORS NAMED HEREIN

Dated as of September 6, 2026

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TABLE OF CONTENTS

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Article I
DEFINITIONS
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Section 1.1.	Definitions	5

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		Krishna P. Singh Technology Campus, 1 Holtec Blvd., Camden, NJ 08104 Telephone (856) 797-0900 Fax (856) 797-0909

**CONFIDENTIAL EMOLUMENT FORM **

**[For VPs, this form is only accessible to HR and the Company official who the Candidate will report to] **

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FORM OF REGISTRATION RIGHTS AGREEMENT

**THIS REGISTRATION RIGHTS AGREEMENT **(this “Agreement”), dated as of September 7, 2026 (the “Execution Date”), is entered into by and between GREENWAVE TECHNOLOGY SOLUTIONS, INC., a Delaware corporation (the “Company”), and the investors listed on the signature pages hereto (together with their respective permitted transferees and assigns, each an “Investor” and collectively, the “Investors”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Preferred Stock Purchase Agreement by and between the parties hereto, dated as of the Execution Date (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).

WHEREAS:

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FORM OF** PREFERRED STOCK PURCHASE AGREEMENT**

THIS PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of September 7, 2026 (“Execution Date”), is by and among GREENWAVE TECHNOLOGY SOLUTIONS, INC., a Delaware corporation (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, the “Buyer,” and collectively, the “Buyers”).

RECITALS

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EQUITY INTEREST PLEDGE AGREEMENT

This Equity Interest Pledge Agreement (this “Agreement”) is entered into by and among the following parties as of [Date of Agreement] in Beijing, the People’s Republic of China (“China” or the “PRC”):

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Zibo Guochang MALL-Red Star Macalline Home Furnishing Mall Shop Lease and Management Service Contract -2025(026450001660)

Red Star Macalline Home Furnishing Mall Shop Lease and Management

Service Contract

	Contract No.: 0264650001660

Lessor: Zibo Nanquan Business Management Co., Ltd (hereinafter referred to as "Red Star Macalline")

Registered Address: 5th Floor, No. 23 Changguo West Road, Zhangdian District

Legal representative (person in charge): Wu Zhipan

Manager: Shanghai Red Star Macalline Brand Management Co., Ltd. Zibo Branch (hereinafter referred to as "Red Star Macalline")

Registered Address: 5th Floor, No. 23 Changguo West Road, Zhangdian District, Zibo, Shandong Province

**Legal Representative (Responsible Person): Wu Shiwei

Lessee: Zibo Lunsheng Commerce and Trade Co., Ltd. (hereinafter referred to as "Merchant")

Registered address: Room 4-5, No. 58 Changguo West Road, Zhangdian District, Zibo City, Shandong Province

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