Browse EX-10 agreements

August 28, 2026

Clay Ritchey

[Home address redacted]

Re: Offer of Employment

Dear Clay:

We are pleased to offer you the position of Chief Executive Officer at Definitive Healthcare, LLC, a Massachusetts limited liability company (the “Company”) and its parent company, Definitive Healthcare Corp., a Delaware corporation (“Parent”, and together with the Company, the “Company Group”). Your first day of employment will be September 8, 2026 (the “Start Date”). The terms and conditions of your employment are set forth below.

Position; Duties and Responsibilities

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August 28, 2026

VIA EMAIL

Rhoniel A. Daguro,

[*]*

Re: Resignation as CEO of authID (the “Company”) and Appointment as Chairman of the Board of Directors (the “Board”)

Dear Rhon,

I refer to your letter dated August 26, 2026, by which you resigned as CEO of the Company effective September 4, 2026. On behalf of the Company the Board hereby accepts your resignation for “Good Reason” as defined in your Executive Retention Agreement dated as March 23, 2023 (“Retention Agreement”).

I also refer to the Compensation Committee’s letters to you dated as of February 20, 2026 and May 26, 2026 (collectively the “Retention Letters”).

The Board is pleased that you have decided to remain on the Board and the Board has resolved to appoint you as Chairman of the Board effective immediately, during the remainder of your current elected term, subject to your earlier resignation, or removal, in accordance with the By-Laws of the Company.

In consideration of your agreement to serve as Chairman of the Board, the Company and you agree to the following terms:

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August 28, 2026

VIA EMAIL

Thomas R. Szoke

[*]

Re: Appointment as Interim CEO of authID (the “Company”)

Dear Tom,

I am pleased to write to you on behalf of the Board of Directors of the Company (the “Board”) to appoint you as Interim Chief Executive Officer of the Company (“CEO”) with effect from September 4, 2026

In consideration of your agreement to serve as CEO, the Company and you agree to the following terms, which amend your Offer Letter dated as of April 12, 2023:

(1) Your job responsibilities will comprise managing and overseeing all operations and matters of the Group, in order to establish a successful business and manage growth. In addition, you will undertake such functions as are customarily applicable to your position, as well as those that are reasonably assigned to you by the Board.

(2) Your base salary shall be increased to $300,000 per annum, with effect from the date of your appointment.

(3) The Company shall pay you a cash bonus in the sum of $10,000 within five (5) business days.

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Execution Version

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CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED.

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AMENDED AND RESTATED
OPERATING AGREEMENT

of

MJ Topco, LLC

Dated as of September 1, 2026

THE UNITS REFERRED TO IN THIS AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE OR FOREIGN SECURITIES LAWS. THE UNITS MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND ANY APPLICABLE STATE AND FOREIGN SECURITIES LAWS PURSUANT TO REGISTRATION THEREUNDER OR EXEMPTION THEREFROM. ADDITIONALLY, ANY SALE, TRANSFER OR OTHER DISPOSITION OF ANY UNIT IS SUBJECT TO CERTAIN RESTRICTIONS SET FORTH IN THIS AGREEMENT. 

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ASSET PURCHASE AGREEMENT

PREAMBLE

This Asset Purchase Agreement (the “Agreement” or “APA”) is entered this 1st day of September, 2026 (the “Execution Date”), by and among (i) cbdMD, Inc., a North Carolina corporation (the “Buyer”), with its principal office at 2101 Westinghouse Blvd., Suite A, Charlotte, NC 28273; (ii) To Be Brands, LLC, a North Carolina limited liability company and wholly owned subsidiary of the Buyer (the “Acquisition Sub”); (iii) Twinlab Consolidated Holdings, Inc., a Nevada corporation (“Twinlab”), acting through and on behalf of its wholly direct and indirect owned subsidiaries that are Assignors (as defined herein), with its principal office at 304 Indian Trace #438, Weston, FL 33326-2996; (iv) the **undersigned entities **set forth on the signature page hereto, which are direct and indirect wholly owned subsidiaries of Twinlab (each, an “Assignor” and collectively, the “Assignors”); (v) Philip J. Von Kahle, the assignee (the “Assignee” or the “Seller”), not individually but solely in his

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**CERTAIN INFORMATION HAS BEEN EXCLUDED FROM THIS AGREEMENT (INDICATED BY “[***]”) BECAUSE SLATE MEDICINES, INC. HAS DETERMINED SUCH INFORMATION (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. **

**LICENSE AGREEMENT **

**BETWEEN **

**DARTSBIO PHARMACEUTICALS LTD. **

**AND **

**SLATE MEDICINES, INC. **

**February 16, 2026 **

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**TABLE OF CONTENTS **

		Page
ARTICLE 1 DEFINITIONS		** **	1	** **

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**CERTAIN INFORMATION HAS BEEN EXCLUDED FROM THIS AGREEMENT (INDICATED BY “[***]”) BECAUSE SLATE MEDICINES, INC. HAS DETERMINED SUCH INFORMATION (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. **

**FIRST AMENDMENT TO LICENSE AGREEMENT **

This First Amendment (this “First Amendment”) to that certain License Agreement dated as of February 16, 2026 (the “Agreement”) by and between DARTSBIO PHARMACEUTICALS LTD.,** **a corporation organized and existing under the laws of People’s Republic of China and having a place of business at Third Floor, East Sanwei GMP Building 3, Cuihai Ave, Cuiheng New District Zongshan City, Guangdong Province, China (“Dartsbio”), and SLATE MEDICINES, INC., a corporation organized and existing under the laws of Delaware and having a place of business at c/o RA Capital Management, L.P., 200 Berkeley Street, 18th Floor, Boston, MA 02116 USA (“Slate Medicines”) is dated as of August 11, 2026 (the “First Amendment Effective Date”). Slate Medicines and Dartsbio are sometimes referred to herein i

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**EMPLOYMENT AGREEMENT **

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into on April 7, 2026 (the “Effective Date”) by and between Gregory Oakes (the “Executive”) and Slate Medicines, Inc. (the “Company”).

The Company desires to employ the Executive and, in connection therewith, to compensate the Executive for Executive’s personal services to the Company; and

Executive wishes to be employed by the Company and provide personal services and certain covenants to the Company in return for certain compensation and benefits.

Accordingly, in consideration of the mutual promises and covenants contained herein, the parties agree to the following:

**1. EMPLOYMENT BY THE COMPANY. **

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**OFFICE LEASE **

THIS OFFICE LEASE is executed this 8 day of May, 2026, by and between NORTH HILLS OWNER II LP, a Delaware limited partnership (“Landlord”), and SLATE MEDICINES, INC., a Delaware corporation (“Tenant”).

***ARTICLE 1 - LEASE OF PREMISES ***

Section*** 1.01. Basic Lease Provisions and Definitions*.

(a) Premises or Leased Premises (shown outlined on Exhibit A** **attached hereto): Suite 250 on the second (2nd) floor of the building located at 4114 Center at North Hills Street (the “Building”), Raleigh, North Carolina (the “Property”).

(b) Rentable Area: approximately 5,034 rentable square feet. The Rentable Area includes the useable square footage within the Leased Premises plus a pro rata portion of the square footage of the common areas within the Building, as reasonably determined by Landlord.

(c) Tenant’s Proportionate Share: 5.80%. (based on the Premises having 5,034 square feet and the Building having 86,749 rentable square feet of office space).

(d) Minimum Annual Rent:

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**EMPLOYMENT AGREEMENT **

This **EMPLOYMENT AGREEMENT **(the “Agreement”) is entered into on May 18, 2026, by and between John W. Umstead V (the “Executive”) and Slate Medicines, Inc. (the “Company”).

The Company desires to employ the Executive and, in connection therewith, to compensate the Executive for Executive’s personal services to the Company; and

Executive wishes to be employed by the Company and provide personal services and certain covenants to the Company in return for certain compensation and benefits.

Accordingly, in consideration of the mutual promises and covenants contained herein, the parties agree to the following:

1. EMPLOYMENT BY THE COMPANY.

1.1 Position**. **Subject to the terms set forth herein, the Company agrees to employ Executive initially in the position of Chief Financial Officer, and Executive hereby accepts such employment.

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**SLATE MEDICINES, INC. **

**2024 EQUITY INCENTIVE PLAN **

Board of Directors						Stockholders
Adopted		September 10, 2024		Approved		September 10, 2024
Amended		February 17, 2026		Amended		February 17, 2026
Termination Date: September 09, 2034

1.	General.

(a) Eligible Stock Award Recipients. Employees, Directors and Consultants are eligible to receive Stock Awards.

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**Dated February 17, 2026 **

**SLATE MEDICINES, INC. **

**SLATE MEDICINES UK LIMITED **

**FORBION VENTURES FUND VII COÖPERATIEF U.A **

**AND **

**FORDD VENTURES VII B.V. **

**SHARE EXCHANGE AGREEMENT **

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This Share Exchange Agreement (this “Agreement”) is made on February 17, 2026 Between

(1)	SLATE MEDICINES, INC., a Delaware corporation having its principal place of business at 200 Berkeley St., 18th Floor, Boston, MA 02116 (the “Company”);

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