Browse EX-10 agreements

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STOCK PURCHASE AGREEMENT

This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of July 10, 2026 by and among Brian John, through his wholly-owned entity BK Investments LLC (the “Seller”) and the person or entity set forth as Purchaser on the signature page hereto (the “Purchaser”).

RECITALS

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WHEREAS, the Seller holds an aggregate o 150,000 shares of the common stock (the “Shares”) of Caring Brands, Inc. (the “Company”), a company listed on the Nasdaq Capital Market which trades under the symbol “CABR” that they desire to sell; and

WHEREAS, the Seller desires to sell 150,000 shares of the Common Stock (the “Shares”) to the Purchaser and Purchaser desires to purchase the Shares for an aggregate purchase price of $150,000 in cash (the “Purchase Price”).

NOW, THEREFORE, for and in consideration of the premises, the mutual agreements and covenants here in contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

AGREEMENT

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Private Placement Subscription Agreement

THE INTERESTS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE OR ANY OTHER JURISDICTION. THERE ARE FURTHER RESTRICTIONS ON THE TRANSFERABILITY OF THE INTERESTS DESCRIBED HEREIN.

THE PURCHASE OF THE INTERESTS INVOLVES A HIGH DEGREE OF RISK AND SHOULD BE CONSIDERED ONLY BY PERSONS WHO CAN BEAR THE RISK OF THE LOSS OF THEIR ENTIRE INVESTMENT.

Bally’s Chicago, Inc.

640 N Lasalle, Suite 460

Chicago, IL 60654

Attention: Charles Diao, Chief Financial Officer

Ladies and Gentlemen:

The undersigned understands that Bally’s Chicago, Inc., a corporation organized under the laws of Delaware (the “Company”), is offering its Class A-4 Interests, Class A-5 Interests and Class A-6 Interests, each $0.001 par value per interest (each an “Interest” and collectively, the “Interests”) in a third-tranche private placement (the “Placement”).

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WRITTEN CONSENT OF STOCKHOLDER

OF

BALLY’S CHICAGO, INC.

IN LIEU OF A MEETING

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The undersigned, Bally’s Chicago Holding Company, LLC, a Delaware limited liability company (“HoldCo”), being a stockholder of Bally’s Chicago, Inc., a Delaware corporation (the “Corporation”), and the holder of shares of Class B common stock, par value $0.001 per share, of the Corporation (the “Class B Interests”), acting pursuant to Section 228 of the General Corporation Law of the State of Delaware (the “DGCL”) and Section 7.1 of the Corporation’s Second Amended and Restated Certificate of Incorporation (the “Existing Certificate”), does hereby execute this consent in lieu of a meeting of stockholders of the Corporation, without prior notice and without a vote, and does hereby consent to and adopt the following resolutions with the same force and effect as if adopted at a duly called and held meeting of the stockholders of the Corporation:

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LLC INTERESTS SUBSCRIPTION AGREEMENT

THIS LLC INTERESTS SUBSCRIPTION AGREEMENT (this “Agreement”) is made and entered into as of July 10, 2026, by and among Bally’s Chicago Operating Company, LLC, a Delaware limited liability company (the “Company”) and Bally’s Chicago, Inc., a Delaware corporation (the “Subscriber”). Capitalized terms used herein and not otherwise defined are used as defined in the Amended and Restated Limited Liability Company Agreement of the Company, dated as of March 10, 2025, as amended and/or restated from time to time (the “LLC Agreement”).

W I T N E S S E T H:

WHEREAS, the parties desire that the Subscriber subscribe for, and that the Company issue to the Subscriber, the number of LLC Interests set forth on Schedule A, on the terms and conditions hereinafter provided; and

WHEREAS, this Agreement is the LLC Subscription Agreement.

NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties to this Agreement hereby agree as follows:

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Cannae Holdings, Inc.

1701 Village Center Circle

Las Vegas, NV 89134

July 15, 2026

Dear Bill:

On July 1, 2026, Cannae Holdings, Inc. (“Cannae”) issued a press release announcing that it has entered into an agreement with a company owned by you (“Foley”) to sell Cannae’s 87% interest in Brasada Ranch in exchange for the termination of Foley’s put right (the “Transaction”).    

As a closing condition of the Transaction, the Director Services Agreement dated May 12, 2025 between Cannae and Foley (the “Director Services Agreement”) shall be amended to terminate Foley’s put right.

On July 15, 2026, the Transaction closed. This letter agreement amends the Director Services Agreement.

By signing below the Company and Foley agree that the following Section 11(a) of the Director Services Agreement is deleted in its entirety:

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Execution Version

REORGANIZATION AGREEMENT

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This Reorganization Agreement (this “Agreement”) is entered into as of July 13, 2026, by and among: (i) SPRINGBIG HOLDINGS, INC., a corporation organized and existing under the laws of the State of Delaware (the “Parent”); (ii) SPRINGBIG, INC., a corporation organized and existing under the laws of the State of Delaware (the “Company”); (iii) SHALCOR MANAGEMENT INC., a corporation organized and existing under the laws of the Province of Alberta, Canada (“Shalcor”), in its capacity as a Required Holder (as defined below) and as collateral agent and administrative agent for the Purchasers (as defined below) (in such capacity, “Agent”); LIGHTBANK II, L.P., a Delaware limited partnership (“Lightbank”) in its capacity as a Purchaser and Required Holder; and LS ROUND II, LLC, a limited liability company organized and existing under the laws of the State of Delaware (the “Transferee”). The Parent, the Company, Shalcor, Lightbank, and the Transferee are referred to herein individually as a “Party” and colle

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QUMULUSAI, INC.

2026 EQUITY INCENTIVE PLAN

(Effective July 14, 2026)

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Table of Contents

1.	Purpose of Plan.	1
2.	Definitions.	1
3.	Plan Administration.	6
4.	Shares Available for Issuance.	8
5.	Participation.	10
6.	Options.	10
7.	Stock Appreciation Rights.	12
8.	Restricted Stock Awards, Restricted Stock Units and Deferred Stock Units.	13
9.	Performance Awards.	14

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Execution Version

AMENDMENT NO. 7 TO CREDIT AGREEMENT

This Amendment No. 7 to Credit Agreement (this “Amendment”), dated as of July 16, 2026 (the “Amendment Date”), is made by and among Movado Group, Inc., a New York corporation (“Parent”), Movado Group Delaware Holdings Corporation, a Delaware corporation (“MGDHC”), Movado LLC, a Delaware limited liability company (“MLLC”), Movado Retail Group, Inc., a New Jersey corporation (“MRGI”), MGI Luxury Group GmbH, a limited liability company organized and existing under the laws of Switzerland (“MGILG” and, together with Parent, MGDHC, MLLC, and MRGI, collectively, “Borrowers”), Movado Group Nederland B.V., a private company with limited liability incorporated under the laws of the Netherlands (“Nederland BV”, and, in its capacity as a guarantor, the “Guarantor” and, collectively with the Borrowers, the “Loan Parties”), the Lenders party hereto and Bank of America, N.A. (“BofA”), in its capacity as administrative agent (in such capacity, the “Administrative Agent”) under that certain Amended and Restat

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DIRECTOR SERVICE AND INDEMNITY AGREEMENT

THIS DIRECTOR SERVICE AND INDEMNITY AGREEMENT (this “Agreement”) is entered into on July 15, 2026 (the “Effective Date”)

BY AND BETWEEN

AiRWA Inc., a corporation duly incorporated under the laws of the State of Delaware (the “Company”)

AND

Alejandro Quiles, an individual resident in the State of Nevada (the “Director”).

IN CONSIDERATION of the mutual covenants and agreements hereinafter contained and for other good and valuable consideration (the receipt and sufficiency of which is acknowledged by each party), the parties agree as follows:

SECTION 1: SERVICES, FEES, AND PAYMENT

1.1 The Company engages the Director as an independent contractor to provide the services described in Section A of Schedule A attached hereto (the “Services”), and the Director agrees to perform such Services.

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DIRECTOR SERVICE AND INDEMNITY AGREEMENT

THIS DIRECTOR SERVICE AND INDEMNITY AGREEMENT (this “Agreement”) is entered into on July 15, 2026 (the “Effective Date”)

BY AND BETWEEN

AiRWA Inc., a corporation duly incorporated under the laws of the State of Delaware (the “Company”)

AND

Guibao Ji (the “Director”).

IN CONSIDERATION of the mutual covenants and agreements hereinafter contained and for other good and valuable consideration (the receipt and sufficiency of which is acknowledged by each party), the parties agree as follows:

SECTION 1: SERVICES, FEES, AND PAYMENT

1.1 The Company engages the Director, currently an executive officer of the Company, to provide the services described in Section A of Schedule A attached hereto (the “Services”), and the Director agrees to perform such Services.

1.2 The Director agrees that he will not receive any compensation for his services as a Director beyond that received for his services as Chief Financial Officer of the Company.

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CĪON Investment Corporation

8.00% Senior Unsecured Notes due 2031

Note Purchase Agreement

Dated July 15, 2026

Table of Contents

Section	Heading		PAGE
Section 1. Authorization of Notes; Interest Rate.			1

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CĪON Investment Corporation

7.50% Senior Unsecured Notes due 2029

Note Purchase Agreement

Dated July 15, 2026

Table of Contents

Section		Heading	Page
Section 1. Authorization of Notes; Interest Rate.			1

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