Browse EX-10 agreements

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Exhibit 10.39

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CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS EXHIBIT MARKED BY [***] HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL

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ASSIGNMENT AND EXCLUSIVE LICENSE AGREEMENT

** (Amylin Target)**

This Assignment and Exclusive License Agreement (Amylin Target) (together with all Exhibits attached hereto, this “Agreement”) is made effective as of August 27, 2026 (the “Effective Date”), by and between iBio, Inc., a corporation organized under the laws of the State of Delaware, located at 11750 Sorrento Valley Road, Suite 200, San Diego, California 92121 (“iBio”), and AstralBio, Inc., a corporation organized under the laws of Delaware, located at 867 Boylston Street, 5th Floor #1833, Boston, Massachusetts 02116 (“AstralBio”).  iBio and AstralBio are referred to in this Agreement individually as a “Party” and collectively as the “Parties.”  Capitalized terms used in this Agreement have the meanings assigned to them in Article 1 below

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THIRD AMENDMENT TO THE

MIFFLINBURG BANK AND TRUST COMPANY

SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT DATED AUGUST 7, 2009 FOR JEFFREY J. KAPSAR

THIS THIRD AMENDMENT is entered into this _28_ day of August 2026, by and between Central Penn Bank & Trust, formerly Mifflinburg Bank and Trust Company, (the “Bank”) and Jeffrey J. Kapsar (the “Executive”).

WHEREAS, the Bank and the Executive executed a Supplemental Executive Retirement Agreement on August 7, 2009 (as amended, the “Agreement”); and

WHEREAS, the Bank and the Executive now wish to amend the Agreement to increase the Executive’s benefits;

NOW, THEREFORE, the Bank and the Executive amend the Agreement as follows:

Section 2.1.1 of the Agreement shall be replaced by the following:

2.1.1         Amount of Benefit. The annual benefit under this Section 2.1 is One Hundred Fifty-Seven Thousand Dollars ($157,000).

The Schedule A attached to and made part of the Agreement shall be replaced by the Schedule A attached hereto.

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THIRD AMENDMENT TO THE

MIFFLINBURG BANK AND TRUST COMPANY

SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT DATED AUGUST 7, 2009 FOR THOMAS C. GRAVER JR.

THIS THIRD AMENDMENT is entered into this _28_ day of August 2026, by and between Central Penn Bank & Trust, formerly Mifflinburg Bank and Trust Company, (the “Bank”) and Thomas C. Graver Jr. (the “Executive”).

WHEREAS, the Bank and the Executive executed a Supplemental Executive Retirement Agreement on August 7, 2009 (as amended, the “Agreement”); and

WHEREAS, the Bank and the Executive now wish to amend the Agreement to increase the Executive’s benefits;

NOW, THEREFORE, the Bank and the Executive amend the Agreement as follows:

Section 2.1.1 of the Agreement shall be replaced by the following:

2.1.1         Amount of Benefit. The annual benefit under this Section 2.1 is One Hundred Seventeen Thousand Dollars ($117,000).

The Schedule A attached to and made part of the Agreement shall be replaced by the Schedule A attached hereto.

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CENTRAL PENN BANK & TRUST SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT DATED AUGUST 28 , 2026 FOR J. TODD TROXELL

This Supplemental Executive Retirement Agreement (the “Agreement”), by and between Central Penn Bank & Trust (the “Employer”) and J. Todd Troxell (the “Executive”), made this _28_ day of August 2026, formalizes the agreements and understanding between the Employer and the Executive.

WITNESSETH:

WHEREAS, the Executive is employed by the Employer;

WHEREAS, the Employer recognizes the valuable services the Executive has performed for the Employer and wishes to encourage the Executive’s continued employment and to provide the Executive with additional incentive to achieve corporate objectives;

WHEREAS, the Employer wishes to provide the terms and conditions upon which the Employer shall pay additional retirement benefits to the Executive;

WHEREAS, the Employer and the Executive intend this Agreement shall at all times be administered and interpreted in compliance with Code Section 409A; and

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FOURTH AMENDMENT TO THE

MIFFLINBURG BANK AND TRUST COMPANY

SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT

DATED FEBRUARY 4, 2005 FOR

THOMAS L. EBERHART

THIS FOURTH AMENDMENT is entered into this _28_ day of August 2026, by and between Central Penn Bank & Trust, formerly Mifflinburg Bank and Trust Company, (the “Bank”) and Thomas L. Eberhart (the “Executive”).

WHEREAS, the Bank and the Executive executed a Supplemental Executive Retirement Agreement on February 4, 2005 (as amended, the “Agreement”); and

WHEREAS, the Bank and the Executive now wish to amend the Agreement to increase the Executive’s benefits;

NOW, THEREFORE, the Bank and the Executive amend the Agreement as follows:

Section 2.1.1 of the Agreement shall be replaced by the following:

2.1.1         Amount of Benefit. The annual benefit under this Section 2.1 is Seventy-Nine Thousand Dollars ($79,000).

The Schedule A attached to and made part of the Agreement shall be replaced by the Schedule A attached hereto.

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of August 26, 2026, between Pluri Inc., a Nevada corporation (the “Company”), and each of the purchasers identified on the signature pages hereto (including its successors and assigns, the “Purchaser”).

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “Securities Act” or “Act”), and the rules and regulations (the “Rules and Regulations”) of the Securities and Exchange Commission (the “Commission”) thereunder as to the Shares (as defined below), the Pre-Funded Warrants (as defined below) and the Pre-Funded Warrant Shares (as defined below); and an exemption from the registration requirements of Section 5 of the Securities Act contained in Section 4(a)(2) thereof and/or Regulation D thereunder as to the Common Warrants (as defined below) and the Common Warrant Shares (as defined below), the Company desires to issue and sell to each Purchaser, and e

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A.G.P./Alliance Global Partners
590 Madison Avenue, 28th Floor
New York, NY 10022

August 26, 2026

Pluri Inc.
MATAM Advanced Technology Park, Building No. 5
Haifa, Israel 3508409
Attention: Liat Zalts

Re:	Placement Agency Agreement

Dear Ms. Zalts:

Subject to the terms and conditions of this letter agreement (the “Agreement”) between A.G.P./Alliance Global Partners, as the sole placement agent (“A.G.P.”) (A.G.P. is also referred to herein as the “Placement Agent”), and Pluri Inc., a Nevada corporation (the “Company”), the parties hereby agree that the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of registered securities of the Company, consisting of: (i) the Company’s common shares, par value $0.00001 per share (“Common Shares”); (ii) Warrants to purchase Common Shares (the “Common Warrants”); and (iii) Pre-Funded Warrants to purchase Comm

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AIRLimited

RULES OF THE AIR

EMPLOYEESHAREPLAN2021

Directors’adoption:29July2021

Amendedon14December2021and26January2022

SLAUGHTERANDMAY

One Bunhill Row LondonEC1Y8YY

Ref:PRL/AZUM

571931075

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TableofContents

Contents		Page
1.	Grant of Awards	6
2.	Limits	8

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AIR Limited

RULES OF THE AIR

MANAGEMENT INCENTIVE PLAN

Adoption date: May 2024

Amended: September 2025

SLAUGHTER AND MAY

One Bunhill Row

London EC1Y 8YY

Ref: PRL/AZUM

584697409

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Table of Contents

Contents		Page
1.	Grant of Awards	5
2.	Types of Awards	8
3.	Vesting of Awards	8
4.	Consequences of Vesting of Awards	10
5.	Recovery of Awards	12

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** **

[Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential.]

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Product Purchase Agreement

Boxabl Casita Units (“Units”)

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This Product Purchase Agreement (“Purchase Agreement”) is effective on the date signed by Buyer and is between Boxabl, Inc., a Nevada Corporation having an address of 5345 East North Belt Road, North Las Vegas, NV 89115 USA (“Boxabl”) and LC Vegas Acquisitions, LLC having an address of 540 N Dearborn St, 101255, Chicago, IL 60610-9998 (“Buyer”). In this Purchase Agreement, Boxabl and Buyer are sometimes individually referred to as a “Party” and collectively as the “Parties” to this Purchase Agreement.

In consideration of the provisions of this Purchase Agreement, including the Purchase Price (defined below) payable by Buyer to Boxabl, the Parties agree as follows:

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FIRST AMENDMENT TO PRODUCT PURCAHSE AGREEMENT

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This **FIRST AMENDMENT TO PRODUCT PURCHASE AGREEMENT **(this “Agreement” or “Amendment”) is made and entered into as of AUGUST 25, 2026, by and among BOXABL, INC. (“Boxabl”), and LC Vegas Acquisitions, LLC (“Buyer”).

W I T N E S S E T H:

WHEREAS, Boxabl and Buyer entered into that certain Product Purchase Agreement effective as of August 25, 2026 (“Product Purchase Agreement”);

WHEREAS, Boxabl desires to incentive Buyer to execute its rights under the Product Purchase Agreement to purchase Units of factory-built housing, place orders for Units and issue written batch notices for Boxabl to commence production of such Units, as set forth in the Product Purchase Agreement;

WHEREAS, Boxabl and Buyer have agreed that Boxabl will award Buyer certain quantities of Class A common stock (the “Shares”) upon Boxabl’s receipt of payments from Buyer for the purchases of Units of factory-built housing under the terms of the Product Purchase Agreement; and

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***Execution Version ***

Deal CUSIP: 539831AW7

Revolver CUSIP: 539831AX5

$2,250,000,000

364-DAY REVOLVING CREDIT AGREEMENT

dated as of

August 24, 2026

among

LOCKHEED MARTIN CORPORATION,

The LENDERS Listed Herein,

JPMORGAN CHASE BANK, N.A.,

as Syndication Agent

CITIBANK, N.A.,

CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK,

MIZUHO BANK, LTD. and

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as Documentation Agents,

and

BANK OF AMERICA, N.A.,

as Administrative Agent

JPMORGAN CHASE BANK, N.A.,

BOFA SECURITIES, INC.,

CITIBANK, N.A.,

CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK,

MIZUHO BANK, LTD. and

WELLS FARGO SECURITIES, LLC,

Joint Lead Arrangers and Joint Bookrunners

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***TABLE OF CONTENTS ***

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