Browse EX-10 agreements

FORM OF

EMPLOYMENT AGREEMENT

This Employment Agreement (“Agreement”) is made and entered into as of [_____] (the “Effective Date”) by and between [_____] (hereinafter referred to as “Executive”) and [_____], a [_____] corporation (hereinafter referred to as the “Company”).

RECITALS

The Company (or a subsidiary of the Company) and Executive previously entered into an [employment agreement/offer letter], dated as of [_____] (the “Previous Agreement”);

The Company desires to continue to employ Executive as the [_____] and the Executive desires to continue to be so employed, on and pursuant to the terms of this Agreement, and the Company and Executive desire for this Agreement to supersede and replace the Previous Agreement in its entirety upon the Effective Date.

In consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

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APPLIED AEROSPACE STRUCTURES, LLC

EMPLOYMENT AGREEMENT

This Employment Agreement (“Agreement”) is made and entered into as of May 8, 2026 (the “Effective Date”) by and between James William (“Trip”) Ferguson, III (hereinafter referred to as “Executive”) and Applied Aerospace Structures, LLC, an Illinois limited liability company (hereinafter referred to as the “Company”).

RECITALS

The Company desires to continue to employ Executive as the Chief Executive Officer and the Executive desires to continue to be so employed, on and pursuant to the terms of this Agreement.

In consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

EMPLOYMENT AND DUTIES.

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EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of July 23, 2018 by and among PCX Aerostructures, LLC, a Delaware limited liability company (the “Company”), Jeffrey L. McRae (the “Executive”) and, solely for purposes of issuance of equity interests under Sections 3(e) and (f), PCX Holding Corp., a Delaware corporation (the “Parent”). Certain capitalized terms used in this Agreement are defined in Section 13.

RECITALS:

A. The Company is engaged in and will continue to be engaged in the business of manufacturing, assembling, testing, selling, and providing complex dynamic and structural components and assemblies for military and civilian aircraft programs (collectively, the “Business”);

B. As a result of employment with and provision of services to the Company, the Executive will become familiar with confidential information and trade secrets associated with the Business; and

C. The Company desires to employ the Executive, and the Executive desires to be so employed, on the terms and conditions set forth herein.

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APPLIED AEROSPACE STRUCTURES, CORP.

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amended and Restated Employment Agreement (“Agreement”) is made and entered into as of December 1, 2022 (the “Effective Date”) by and between Kevin Bidlack (hereinafter referred to as “Employee”) and Applied Aerospace Structures, Corp., an Illinois corporation (hereinafter referred to as the “Company”).

RECITALS

The Company and Employee previously entered into an employment agreement, dated as of May 1, 2020 (the “Previous Agreement”);

The Company desires to employ Employee as the Chief Executive Officer and the Employee desires to commit his employment with the Company as its Chief Executive Officer, on and pursuant to the terms of this Agreement; and

The Company and Employee desire for this Agreement to supersede and replace the Previous Agreement in its entirety upon the Effective Date.

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		3437 S. Airport Way Stockton, CA 95206

November 25, 2025

Christopher Rogers

[***]

Dear Mr. Rogers,

We are delighted to offer you the position of Chief Growth Officer for Applied Aerospace and Subsidiaries, contingent upon your successful completion of a Company paid pre-employment physical, drug screen and background check.

Key Terms of the Offer:

	•		Position Title: Chief Growth Officer

	•		Exemption Status: Salary/Exempt

	•		Reporting To: James “Trip” Ferguson, CEO

	•		Estimated Start Date: December 1, 2025

	•		Work Location: Remote (home office in Virginia)

	•		Work Schedule: 9/80 Schedule (every other Friday off)

	•		Compensation:

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EXECUTION

AMENDMENT NO. 4 TO INVESTMENT AND INVESTOR RIGHTS AGREEMENT

This Amendment No. 4 (“Amendment No. 4”), dated as of May 23, 2026, to the Investment and Investor Rights Agreement, dated as of September 20, 2023 (the “Original Investment Agreement”, as amended by Amendment No. 1 thereto, dated as of November 15, 2023 (“Amendment No. 1”), as supplemented by the several Joinders thereto, dated November 15, 2023 (collectively, the “Investment Agreement Joinders”), and as further amended by Amendment No. 2 thereto, dated as of September 22, 2024 (“Amendment No. 2”), and as further amended by Amendment No. 3 thereto, dated as of September 21, 2025 (“Amendment No. 3”), collectively the “Investment Agreement”), by and among Wheels Up Experience Inc., a Delaware corporation (the “Company”), and the entities listed on Schedule A to the Investment Agreement (each, an “Investor” and collectively, the “Investors”), is made and entered into by and between the Company and the Investor listed on

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Execution Version

THIRD AMENDED AND RESTATED SENIOR SECURED CREDIT AGREEMENT

dated as of

May 21, 2026

between

ARES STRATEGIC INCOME FUND

The LENDERS Party Hereto

and

JPMORGAN CHASE BANK, N.A.,

as Administrative Agent

BARCLAYS BANK PLC,

BNP PARIBAS,

ROYAL BANK OF CANADA,

SUMITOMO MITSUI BANKING CORPORATION,

TRUIST BANK,

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as Syndication Agents

$4,100,000,000

JPMORGAN CHASE BANK, N.A.,

BARCLAYS BANK PLC,

BNP PARIBAS,

ROYAL BANK OF CANADA,

SUMITOMO MITSUI BANKING CORPORATION,

TRUIST SECURITIES, INC.,

WELLS FARGO SECURITIES, LLC

as Joint Bookrunners and Joint Lead Arrangers

TABLE OF CONTENTS

Page

ARTICLE I DEFINITIONS

SECTION 1.01.	Defined Terms	1
SECTION 1.02.	Classification of Loans and Borrowings	53
SECTION 1.03.	Terms Generally	53
SECTION 1.04.	Accounting Terms; GAAP	53
SECTION 1.05.	Currencies; Currency Equivalents; Benchmark  Notification	54
SECTION 1.06.	Divisions	56

ARTICLE II THE CREDITS

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Exhibit 10.1

EXECUTION VERSION

SEVENTEENTH AMENDED AND RESTATED

SENIOR SECURED CREDIT AGREEMENT

dated as of

May 21, 2026

between

ARES CAPITAL CORPORATION

The LENDERS Party Hereto

and

JPMORGAN CHASE BANK, N.A.

as Administrative Agent

Bank of America, N.A.,

ROYAL BANK OF CANADA,

TRUIST BANK,

SUMITOMO MITSUI BANKING CORPORATION,

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as Syndication Agents

$5,481,000,000

JPMORGAN CHASE BANK, N.A.,

BOFa sECURITIES, INC.,

ROYAL BANK OF CANADA,

TRUIST SECURITIES, INC.,

SUMITOMO MITSUI BANKING CORPORATION,

WELLS FARGO SECURITIES, LLC,

as Joint Bookrunners and Joint Lead Arrangers

TABLE OF CONTENTS

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Quantinuum Management Incentive Plan

1.    PURPOSE

Quantinuum and its subsidiaries (hereinafter “Quantinuum” or “Company”) has adopted the Quantinuum Management Incentive Plan (“MIP” or “Plan”) to attract and retain highly qualified employees, to obtain from each the best possible performance, to underscore the importance to employees of achieving specific objectives established for Quantinuum, and to protect its corporate assets such as its trade secrets, proprietary and confidential information, customer goodwill, customer relationships, and employees. The Plan funding is approved annually by the Quantinuum Board of Directors (“Board”) and administered by the Chief Human Resources Officer (“CHRO”).

2.    ELIGIBILITY

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QUANTINUUM INC.
2026 INCENTIVE AWARD PLAN

STOCK OPTION GRANT NOTICE

Quantinuum Inc., a Delaware corporation (the “Company”), has granted to the participant listed below (“Participant”) the stock option (the “Option”) described in this Stock Option Grant Notice (the “Grant Notice”), subject to the terms and conditions of the Quantinuum Inc. 2026 Incentive Award Plan (as amended from time to time, the “Plan”) and the Stock Option Agreement attached hereto as Exhibit A (the “Agreement”), both of which are incorporated into this Grant Notice by reference. Capitalized terms not specifically defined in this Grant Notice or the Agreement have the meanings given to them in the Plan.

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QUANTINUUM INC. 2026 INCENTIVE AWARD PLAN

RESTRICTED STOCK UNIT GRANT NOTICE

Quantinuum Inc., a Delaware corporation (the “Company”), has granted to the participant listed below (“Participant”) the Restricted Stock Units (“RSUs”) described in this Restricted Stock Unit Grant Notice (this “Grant Notice”), subject to the terms and conditions of the Quantinuum Inc. 2026 Incentive Award Plan (as amended from time to time, the “Plan”) and the Restricted Stock Unit Agreement attached hereto as Exhibit A (the “Agreement”), both of which are incorporated into this Grant Notice by reference. Capitalized terms not specifically defined in this Grant Notice or the Agreement have the meanings given to them in the Plan.

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QUANTINUUM 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 and the Operating 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

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