NTH CYCLE HOLDINGS, INC.2026 INCENTIVE AWARD PLAN

ARTICLE i.

Purpose

The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities and/or equity-linked compensatory opportunities. Capitalized terms used in the Plan are defined in Article XI.

ARTICLE ii.

Eligibility

Service Providers are eligible to be granted Awards under the Plan, subject to the limitations described herein.

ARTICLE iii.

Administration and Delegation

3.1.

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NOTE PURCHASE AGREEMENT

This Note Purchase Agreement is dated as of April 24, 2026 (the “Agreement”) by and among Nth Cycle, Inc., a Delaware corporation (the “Company”), and the individuals and entities who become parties to this Agreement by executing and delivering a Note Purchase Agreement Signature Page in the form of Exhibit A hereto in accordance with Section 2 hereof (each a “Purchaser” and, collectively, the “Purchasers”), which Purchasers shall be set forth on the Schedule of Purchasers attached hereto.

In consideration of the mutual promises and covenants contained in this Agreement, the parties hereto agree as follows:

1.

Authorization; Sale of Notes.

1.1.

Authorization.The Company has duly authorized the sale and issuance, pursuant to the terms of this Agreement, at one or more closings, of Subordinated Convertible PromissoryNotesintheformattachedheretoasExhibitBintheaggregateprincipalamountofup to $15,000,000 (each a “Note” and, collectively, the “Notes”).

1.2.

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Exhibit 10.26(b)

NthCycle,Inc.

Stock Option Agreement

GrantedUnder2020StockIncentivePlan

This Stock Option Agreement (this “Agreement”) is made between Nth Cycle, Inc., a Delaware corporation(the“Company”),andtheParticipantpursuanttothe20202StockIncentivePlan(the “Plan”).

NoticeofGrant

I.

ParticipantInformation

Participant:
ParticipantAddress:

II.

GrantInformation

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Exhibit 10.26(a)

AMENDMENT NO. 2 TO THE NTH CYCLE, INC.

2020 STOCK INCENTIVE PLAN

Nth Cycle, Inc., a Delaware corporation (the “Company”), adopted the 2020 Stock Incentive Plan on August 14, 2020 (as amended, the “Plan”). Unless otherwise defined herein, all capitalized terms shall have the meaning set forth in the Plan.

Section 4(a) of the Plan shall be amended and restated in its entirety to read as follows:

“(a) Number of Shares. Subject to adjustment under Section 9, Awards may be made under the Plan for up to 2,922,160 shares of common stock, $0.0001 par value per share, of the Company (the “Common Stock”), any or all of which Awards may be in the form of Incentive Stock Options (as defined in Section 5(b)). If any Award expires or is terminated, surrendered or canceled without having been fully exercised, is forfeited in whole or in part (including as the result of shares of Common Stock subject to such Award being repurchased by the Company at the original issuance price pursuant to a contractual repurchase right), or results in any Common Stock not being issued, the unus

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Exhibit 10.19(a)

CONSENTANDAMENDMENTNO. 1TOLOANANDSECURITY AGREEMENT

ThisConsentandAmendmentNo. 1toLoanandSecurityAgreement(this“Amendment”) isdatedasofJune24,2025byandamong(a)(i)NTHCYCLE,INC.,aDelawarecorporationand (ii) NTH CYCLE HOLDINGS I, LLC, a Delaware limited liability company (individually and collectively, jointly and severally, “Borrower”) and (b) HSBC VENTURES USA INC., a Delaware corporation (“Bank”).

1.

Reference is made to that certain Loan and Security Agreement dated as of May 2, 2024, by and between Borrower and Bank (as may be amended, modified, supplemented,orrestatedfromtimetotime,the“Agreement”).Capitalizedtermsused but not defined in thisAmendment shallhavethe meaninggiven tosuchtermsin the Loan Agreement.

2.

Borrower has informed Bank that Borrower formed a subsidiary, Nth Cycle Netherlands B.V., a company organized under the laws of the Netherlands (“Dutch Subsidiary”) (the “Subsidiary Formation”).

3.

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Exhibit 10.20(c)

NTH CYCLE, INC.

AMENDMENT NO. 3 TO NOTE AND WARRANT PURCHASE AGREEMENT

ThisAmendmentNo.3totheNoteandWarrantPurchaseAgreementdatedasofApril24, 2026 (this “Amendment”), is made by and among Nth Cycle, Inc., a Delaware corporation (the “Company”), and the undersigned holders of subordinated convertible promissory notes (the “Notes”)soldpursuanttothatcertainNoteandWarrantPurchaseAgreementdatedasofJune27, 2025, by and among theCompany and the Purchasers named therein, as amended by that certain Amendment to Note and Warrant Purchase Agreement, dated July 9, 2025 and that certain AmendmentNo.2toNoteandWarrantPurchaseAgreement,datedAugust31,2025(asamended, the“PurchaseAgreement”).CapitalizedtermsusedbutnototherwisedefinedinthisAmendment shall have the meanings given to them in the Purchase Agreement.

WHEREAS,pursuanttoSection8.7ofthePurchaseAgreement,anytermofthePurchase Agreement maybeamended, modified, or terminated withthewritten consentof theholdersof a majorityofthethen-outstandingaggregateprincipalamountoftheNotes(suchmajoritythe“Note Approval Amount”);

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February1,2026

RaffiFreeman

LetterofEmploymentviaElectronic mail to[***]

VIAELECTRONICMAILto

Re:OfferofEmployment

DearRaffi:

OnbehalfofNthCycle,Inc.(the“Company”)IampleasedtoofferyouemploymentinthepositionofChief FinancialOfficer,subjecttothetermsandconditionsbelow.

Thisletter outlines the terms of your employmentrelationship withtheCompany.Inaddition, andas an express materialcondition ofemployment, youmustreview, sign, and returntome the attachedProprietaryRights,Non-Disclosure, Developments, and Non-Solicitation Agreement (the “Proprietary Rights Agreement”).The Proprietary Rights Agreement contains very important terms and is a critical part of this offer of employment.

In this position, you will report to Dr. Megan O’Connor, CEOand Co-Founder.This position is a full-time regular position, andyour anticipatedstartdatewillbeFeb1st,2026(the“StartDate”).Your principal placeofwork being in Burlington, MA or such other location as the Company may direct based on need or business requirements.

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Updated as of December 17, 2021

2020 Stock Incentive Plan

of

Nth Cycle, Inc.

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Table of Contents

Page

1.	Purpose	1
2.	Eligibility	1
3.	Administration and Delegation	1
(a)	Administration by the Board	1
(b)	Appointment of Committees	1
4.	Stock Available for Awards	2
(a)	Number of Shares	2
(b)	Substitute Awards	2

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Execution Version

SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT

THISSECONDAMENDEDANDRESTATEDINVESTORS’RIGHTS AGREEMENT

(this “Agreement”), is made as of April 5, 2023, by and among Nth Cycle, Inc. a Delaware corporation(the“Company”),eachholderoftheSeriesSeedPreferredStock,parvalue$0.0001 per share of the Company, listed on Schedule Ahereto (each, a “Series Seed Investor” and, together, the “Series Seed Investors”), each holder of the Series A Preferred Stock, par value $0.0001 per share of the Company, listed on Schedule Ahereto (each, a “Series A Investor” and,together,the“SeriesAInvestors”),eachholderoftheSeriesBPreferredStock,parvalue $0.0001 per share of the Company, listed on Schedule Ahereto (each, a “Series B Investor” and, together, the “Series B Investors”) and with each Series Seed Investor and Series A Investor, an “Investor” and, together, the “Investors”), each of the stockholders listed on ScheduleBhereto,eachofwhomisreferredtohereinasa“KeyHolder”,andanyAdditional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in ac

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Exhibit 10.20(d)

NTHCYCLE,INC.

OMNIBUSAMENDMENTTONOTEANDWARRANTPURCHASEAGREEMENTAND SUBORDINATED CONVERTIBLE PROMISSORY NOTES

This Omnibus Amendment to Note and Warrant Purchase Agreement and Subordinated ConvertiblePromissoryNotes(this“Amendment”),isenteredintoasofJuly7,2026(the“EffectiveDate”), by and among Nth Cycle, Inc., a Delaware corporation (the “Company”), and the other partiessetforthonthesignaturepageshereto,comprisingtheRequiredPurchasers,andamendsand modifies each of(i)theNoteandWarrantPurchase Agreement,datedasofJune 27,2025,byand amongtheCompanyandtheindividualsand entities who became parties thereto (the “Purchasers”) (asamendedtodate,the“PurchaseAgreement”),and(ii)allSubordinatedConvertiblePromissory Notes issued under the Purchase Agreement as of the Effective Date (as amended to date, the “Notes”). All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement.

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LOAN AND SECURITY AGREEMENT

dated as of May 2, 2024

among

NTH CYCLE, INC., and

NTH CYCLE HOLDINGS I, LLC

as Borrower

and

HSBC VENTURES USA INC.,

as Bank

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LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of May 2, 2024 (the “Effective Date”) by and among (a) (i) NTH CYCLE, INC.,a Delaware corporation, and (ii) NTH CYCLE HOLDINGS I, LLC, a Delaware limited liability company (individually and collectively, jointly and severally, “Borrower”) and (b) HSBC VENTURES USA INC.(“Bank”), and provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

Section 1 Definitions.

1.1

Definitions. As used in this Agreement, the following capitalized terms have the following meanings:

“Account” is any “account” as defined in the Code with such additions to such term as may hereafter be made, and includes, without limitation, all accounts receivable and other sums owing to any Loan Party.

“Account Debtor” is any “account debtor” as defined in the Code with such additions to such term as may hereafter be made.

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Exhibit 10.27(a)

STANDARD FORM

INCENTIVESTOCKOPTION

Grantedby

Nth Cycle, Inc.(the “Company”)

Underthe2024StockIncentivePlan

This Option is and shall be subject in every respect to the provisions of the Company’s 2024 Stock Incentive Plan, as amended from time to time (the “Plan”), which is incorporated herein by reference and made a part hereof.The holder of this Option (the “Holder”) hereby accepts this Option subject to all the terms and provisions of the Plan and agrees that (a) in the eventofanyconflictbetweenthetermshereofandthoseofthePlan,thelattershallprevail,and (b) all decisions under and interpretations of the Plan by the Board or the Committee shall be final, binding and conclusive upon the Holder and his or her heirs and legal representatives.

1.

Nameof Holder:[As providedin Carta]

2.

DateofGrant:[Asprovidedin Carta]

3.

VestingStartDate:[As providedinCarta]

4.

Maximumnumberofsharesfor

whichthisOptionisexercisable:[Asprovidedin Carta]

5.

Exercise(purchase)pricepershare:[AsprovidedinCarta]

6.

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