Browse EX-10 agreements

Execution Version

SECURITIES PURCHASE AGREEMENT

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of July 29, 2026, is by and among Accuray Incorporated, a Delaware corporation (the “Company”), and the investors identified on the Schedule of Investors attached hereto on Exhibit B (each, an “Investor” and, collectively, the “Investors”).

RECITALS

A.           The Company and the Investors are parties to, or lenders under, that certain Financing Agreement, dated as of June 6, 2025, as amended from time to time (the “Financing Agreement”).

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EXECUTIVE EMPLOYMENT AGREEMENT

This Executive Employment Agreement (this “Agreement”), effective as of July 23, 2026 (the “Effective Date”), is by and between NEXGEL, INC., a Delaware corporation (the “Company”), and Adam Levy, an individual (“Executive”). The Company and Executive shall sometimes be referred to herein individually as a “Party” and collectively as the “Parties”.

BACKGROUND

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**A. **Pursuant to the terms of this Agreement, the Company desires to continue to employ Executive as its President and Chief Executive Officer and Executive desires to continue to be employed by the Company as its President and Chief Executive Officer.

**B. **The Company and Executive were parties to that certain 2025 Executive Employment Agreement dated December 31, 2024 (the “Prior Agreement”). The Company and Executive acknowledge that the Prior Agreement has terminated pursuant to its terms and desire to enter into this Agreement to replace the Prior Agreement in its entirety, subject to the terms and conditions set forth herein.

AGREEMENT

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Exhibit 10.1

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FUBOTV INC.

2020 EQUITY INCENTIVE PLAN

(As Amended and Restated Effective July 28, 2026)

1. Purposes of the Plan. The purposes of this Plan are:

	●	to attract and retain the best available personnel for positions of substantial responsibility,

	●	to provide additional incentive to Employees, Directors and Consultants, and

	●	to promote the success of the Company’s business.

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FORM OF REGISTRATION RIGHTS AGREEMENT

This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 29, 2026 between HCW Biologics Inc., a Delaware corporation (the “Company”), and each purchaser appearing on the signature page to the Purchase Agreement (as defined below) (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

WHEREAS, the Company and the Purchasers are parties to that certain Securities Purchase Agreement, dated as of the date of this Agreement (the “Purchase Agreement”), pursuant to which the Purchasers are purchasing (i) shares of Common Stock (the “Shares”), (ii) Pre-Funded Warrants (the “Pre-Funded Warrants”) to purchase shares of Common Stock (the “Pre-Funded Warrant Shares”), and (iii) Common Stock Purchase Warrants (the “Common Warrants”) to purchase shares of Common Stock (the “Common Warrant Shares” and together with the Pre-Funded Warrant Shares, the “Warrant Shares”) of the Company; and

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FORM OF SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is entered into and made effective as of July 29, 2026, by and among HCW Biologics Inc., a Delaware corporation (the “Company”), each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

RECITALS

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an exemption from the registration requirements of Section 5 of the Securities Act contained in Section 4(a)(2) thereof and/or Rule 506(b) of Regulation D thereunder, the Company desires to issue and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) and other securities of the Company as more fully described in this Agreement;

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SECURITIES PURCHASE AGREEMENT

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July __, 2026, is by and among Onconetix, Inc., a Delaware corporation with offices located at 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

RECITALS

A. The Company and each Buyer is executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “1933 Act”), and Rule 506(b) of Regulation D (“Regulation D”) as promulgated by the United States Securities and Exchange Commission (the “SEC”) under the 1933 Act.

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REGISTRATION RIGHTS AGREEMENT

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 28, 2026, is by and between [__________] a [__________] (the “Investor”), and Onconetix, 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 to the Investor, from time to time, up to the lesser of (a) $750,000,000 and (b) 19.99% of the Company’s outstanding common stock, par value $0.00001 per share (the “Common Stock”) as of the date of this Agreement, unless shareholder approval is obtained to issue more than such 19.99%.

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COMMON STOCK PURCHASE AGREEMENT

This COMMON STOCK PURCHASE AGREEMENT is made and entered into as of July 28, 2026 (this “Agreement”), by and among [_______________], a [______________] (the “Investor”), and Onconetix, Inc., a Delaware corporation (the “Company”).

RECiTALS

WHEREAS, the parties desire that, upon the terms and subject to the conditions and limitations set forth herein, the Company may issue and sell to the Investor, from time to time as provided herein, and the Investor shall purchase from the Company, up to the lesser of (a) $750,000,000 and (b) 19.99% of the Company’s outstanding shares of Common Stock as of the date of this Agreement (to the extent applicable under Section 2.4 hereof), unless (i) stockholder approval is obtained to issue more than such 19.99% (“Stockholder Approval”) or (ii) the price of applicable sales of Common Stock to the Investor under this Agreement equals or exceeds the lower of (A) the official Closing Sale Price on the Nasdaq Capital Market or any nationally recognized succes

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REGISTRATION RIGHTS AGREEMENT

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of ___, 2026, is by and among Onconetix, Inc., a Delaware corporation with offices located at 201 E. Fifth Street, Suite 1900 Cincinnati, OH 45202 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).

RECITALS

A. In connection with the Securities Purchase Agreement by and among the parties hereto, dated as of [___], 2026 (the “Securities Purchase Agreement”), the Company has agreed, upon the terms and subject to the conditions of the Securities Purchase Agreement, to issue and sell to each Buyer shares of the Company’s Series F Convertible Preferred Stock, par value $0.00001 per share (the “Series F Preferred Stock”), which will be convertible into shares (the “Conversion Shares”) of common stock of the Company, $0.00001 par value per share (the “Common Stock”) in accordance with the terms of the Certificate of Designations (as defined in the Securities Purchase Agreement).

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July 29, 2026

BY EMAIL: rich@goldenmatrix.com

Rich Christensen

6592 Serenity Loop

Gig Harbor, WA 98335

	Re:	Separation Agreement

Dear Rich:

Thank you for your service as Chief Financial Officer to Meridian Holdings Inc., a Nevada corporation formerly known as Golden Matrix Group, Inc. (“MHI” and the “Company”). Although you and the Company (together, the “Parties”) are parting ways, we wish you the best in your future endeavors.

The following letter agreement (this “Agreement”) contains the terms and conditions of an agreement between you and MHI regarding your resignation and separation of employment from the Company, including the benefits offered to you in exchange for executing this Agreement. If everything below is acceptable, please countersign and return this to me by return email.

1. Definitions. In this Agreement, the following terms have the meanings in the cross-referenced sections:

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Certain information has been redacted in accordance with Item 601(b)(10)(iv) of Regulation S-K because such information (i) is not material and (ii) is the type of information the registrant treats as private or confidential. Information that has been so redacted from this exhibit has been marked with “[***]” to indicate the omission.

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SECURITY AND PLEDGE AGREEMENT

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SECURITY AND PLEDGE AGREEMENT, dated as of July 24, 2026 (this “Agreement”), made by NextNRG Inc., a Delaware corporation with offices located at 407 Lincoln Rd. #9F, Miami Beach, Florida 33139 (the “Company”), and each of the undersigned direct and indirect Subsidiaries (as defined below) of the Company from time to time, if any (each a “Grantor” and together with the Company, collectively, the “Grantors”), in favor of [●], with offices located at One Penn, 1 Pennsylvania Plaza, Suite 4810, New York, New York 10119, in its capacity as collateral agent (together with its successors and assignees, in such capacity, the “Collateral Agent”) for the Noteholders (as defined below)

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Certain information has been redacted in accordance with Item 601(b)(10)(iv) of Regulation S-K because such information (i) is not material and (ii) is the type of information the registrant treats as private or confidential. Information that has been so redacted from this exhibit has been marked with “[***]” to indicate the omission.

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SECURITIES PURCHASE AGREEMENT

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 24, 2026, is by and among NextNRG, Inc., a Delaware corporation with offices located at 407 Lincoln Rd. #9F, Miami Beach, Florida 33139 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

RECITALS

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