Browse EX-10 agreements

Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) is the type of information that the registrant treats as private or confidential. Triple asterisks denote omissions. EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (“Agreement”), is entered into effective as of June 8, 2026 (“Effective Date”), by and between Cibus, Inc. a Delaware corporation (together with its subsidiaries and affiliates, the “Company”), and Craig Wichner (“Executive”). 1. POSITION, RESPONSIBILITIES, AND TERM 1.1 Position. Executive is employed by the Company to render services to the Company in the position of Chief Executive Officer. Executive shall perform such duties, responsibilities and authority as are normally related to such position in accordance with the standards of the industry and any additional duties now or hereafter assigned to Executive by the Cibus, Inc. Board of Directors (“Board”) (the “Services”). Executive shall report to the Board. Executive shall abide by the rules, regulations, and practices as adopted or modified from time to time in the Company’s sole discretion. Executive will devote his full time and attention to the performance of Executive’s duties hereunder and perform his duties honestly, diligently, in good faith, and in the best interests of the Company. As needed, and in any event frequently, Executive will perform the Services in the Company’s San Diego, California headquarters office. The specific days of Executive’s in-person presence may vary from week to week based on business needs as

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GUARANTEE AGREEMENT

This Guarantee Agreement dated this 15th day of July, 2025, is between Boston Omaha Corporation (hereinafter “Guarantor”) and the United States of America as Lender/Grantor, acting through the Administrator of the Rural Utilities Service ("RUS'').

WHEREAS, Guarantor and FIF Utah LLC (hereinafter “Awardee”) are affiliated companies, both existing under the laws of Delaware;

WHEREAS, RUS is extending financial assistance to Awardee in the form of a loan and grant from RUS in an amount not to exceed $22,968,152 (Twenty-Two Million Nine Hundred Sixty-Eight Thousand One Hundred Fifty-Two Dollars), which is referred to as “Loan and Grant”; and

WHEREAS, a condition of the financial assistance is that Guarantor agrees to guarantee the repayment of the Loan, and the Grant, if required;

NOW THEREFORE, in consideration of RUS having agreed to make advances under the Loan and Grant:

1. Guarantor hereby guarantees payment to the RUS on demand of all moneys which Awardee becomes liable to pay to the RUS under the Loan/Grant Agreement, dated July 15, 2025, between Awardee and the RUS.

2. Guarantor further agrees that until Awardee has fully repaid the Loan, it shall not, without the prior written consent of RUS, incur additional secured or unsecured indebtedness other than (i) purchase money security interests, (ii) unsecured trade indebtedness and (iii) other debt arising in the ordinary course of business. Indebtedness under items (i), (ii), and (iii) in the aggregate shall not exceed ten percent (10%) of Guarantor’s consolidated total assets.

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PROMISSORY NOTE

UT 1707-A59                             

     Draper, Utah                             

THIS PROMISSORY NOTE (hereinafter the "Note,") dated as of July 15, 2025, is made by FIF UTAH LLC (hereinafter the "Borrower,") a limited liability company duly organized and existing under the laws of the State of Delaware, to the UNITED STATES OF AMERICA, (hereinafter the "Government,") acting through the Administrator of the Rural Utilities Service ("RUS.") For value received, the Borrower promises to pay to the order of the Government, at the United States Treasury, Washington, D.C., Eleven Million Four Hundred Eighty-Four Thousand Seventy-Six Dollars ($11,484,076), with interest payable, from the date of each advance, on the amount advanced by the Government (hereinafter the "Advance,") pursuant to a certain loan-grant and security agreement, dated the same date as this Note (hereinafter the "Loan-Grant and Security Agreement,") made by and between the Borrower and the Government, and remaining unpaid from time to time, in the time and manner herein provided:

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RUS Project Designation:

UT 1707-A59

ReCONNECT PROGRAM

LOAN/GRANT AND SECURITY AGREEMENT dated

as of July 15, 2025 between

FIF UTAH LLC

and

THE UNITED STATES OF AMERICA

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UNITED STATES DEPARTMENT OF AGRICULTURE

RURAL UTILITIES SERVICE

ReCONNECT PROGRAM LOAN AND GRANT AGREEMENT

THIS LOAN AND GRANT AGREEMENT (this "Agreement"), dated as of July 15, 2025, is between FIF UTAH LLC ("Awardee"), a limited liability company existing under the laws of Delaware and the UNITED STATES OF AMERICA, acting through the Administrator of the Rural Utilities Service ("RUS").

The Awardee has applied for financial assistance ("Application") from RUS to finance the construction of a broadband infrastructure project to serve rural areas where at least 90% of the households are without sufficient access to broadband.

RUS is willing to extend financial assistance, in the form of a loan to the Awardee, pursuant to the Consolidated Appropriations Act, 2018, Pub. L. 115-141, § 779 (the “FY2018 Appropriations”), the Infrastructure Investment and Jobs Act, Pub. L. 117-58 (the “IIJA”), the Notice of Funding Opportunity published at 89 Fed. Reg. 13035 (Feb. 21, 2024), and Title VI of the Rural Electrification Act of 1936 (7 U.S.C. §§ 901 et seq.), and all applicable federal regulations, on the terms and conditions stated herein.

The Awardee is willing to secure the loan and grant and its other obligations to RUS on the terms stated herein.

THEREFORE, in consideration of the promises and mutual covenants herein contained, the parties agree and bind themselves as follows:

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2000 Market St., Suite 910

Philadelphia, PA 19103

Form of Equity Commitment Letter

August 12, 2026

WhiteHawk Minerals Corp.

2000 Market Street, Suite 910
Philadelphia, PA 19103

Re: Commitment to Purchase Series E Preferred Equity

Ladies and Gentlemen:

This Equity Commitment Letter (this “Commitment Letter”) sets forth the agreement of [INVESTOR] (“Investor”) to purchase preferred equity of WhiteHawk Minerals Corp. (the “Company”), on the terms described below.

1.

Commitment

Subject to the terms and conditions set forth herein, Investor hereby irrevocably commits to purchase $[AMOUNT] (the “Commitment”) of the Company’s Series E Preferred Stock for a price of $1,000 per share (the “Series E Preferred Equity”), pursuant to the terms of the Company’s governing documents and the definitive purchase agreement to be entered into in connection therewith.

2.

Funding

Investor agrees to fund the full amount of the Commitment in immediately available funds on the closing date specified by the Company, which shall occur on or around September 23, 2026, unless otherwise agreed.

3.

Conditions

The obligation of Investor to fund the Commitment is subject to:

•

Execution of definitive documentation for the Series E Preferred Equity on terms consistent with those presented to Investor;

•

No material adverse change in the business, assets, or financial condition of the Company prior to closing;

•

The Company’s representations and warranties being true and correct in all material respects as of the closing date; and

•

Compliance with applicable securities laws.

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Corrected Version from that filed as Exhibit 10.1 to the Form 8-K on June 10, 2026

CONTRIBUTION AGREEMENT

by and among

WhiteHawk Income Corporation, a Delaware corporation,

WhiteHawk Income Operating Partnership L.P.,a Delaware limited partnership,

WhiteHawk Management LLC, a Delaware limited liability company,

and

WhiteHawk Minerals LLC, a Delaware limited liability company,

dated as of

June 9, 2026

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TABLE OF CONTENTS

Page

Article I CONTRIBUTION OF THE INTERESTS	2
Section 1.01 CONTRIBUTION OF THE INTERESTS	2
Section 1.02 SUBSCRIPTION TO WHIC SHARES	2
Section 1.03 MISDIRECTED ASSETS, LIABILITIES AND PAYMENTS	2
Article II CONTRIBUTION CONSIDERATION	2
Section 2.01 CONTRIBUTION AND SUBSCRIPTION CONSIDERATION	2
Section 2.02 EARNOUT CONSIDERATION	2
Section 2.03 INTENDED TAX TREATMENT	6
Article III CLOSING	6
Section 3.01 CLOSING AND PLACE	6
Section 3.02 CONDITIONS PRECEDENT	6
Section 3.03 COSTS	9
Article IV REPRESENTATIONS AND WARRANTIES OF THE CONTRIBUTOR	9

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AMENDMENT NO. 2

TO

FLUENT, INC.
2022 OMNIBUS EQUITY INCENTIVE PLAN

Fluent, Inc., a Delaware corporation (the “Company”), hereby amends its 2022 Omnibus Equity Incentive Plan (the “Plan”) as set forth below, which amendments shall be effective as of the date set forth below.

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

(a) Subject to Section 5 hereof, the maximum number of shares of Common Stock that are reserved and available for issuance pursuant to Awards granted under the Plan shall be equal to the sum of (i) 5,566,666 shares, plus (ii) the number of shares of Common Stock reserved, but unissued under the 2018 Plan; provided, that, shares of Common Stock issued under the Plan with respect to an Exempt Award shall not count against such share limit. Following the Effective Date, no further awards shall be issued under the Prior Plans, but all awards under the Prior Plans which are outstanding as of the Effective Date (including any Grandfathered Arrangement) shall continue to be governed by the terms, conditions and procedures set forth in the Prior Plans and any applicable award agreement.

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

(c) No more than 5,566,666 Shares shall be issued pursuant to the exercise of ISOs.

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FLUENT, INC. 
RESTRICTED STOCK UNIT AWARD GRANT NOTICE 
(2022 Omnibus Equity Incentive Plan)

As a key contributor in our business, you are in a position to have significant influence on the performance and success of Fluent, Inc. (the “Company”). I am pleased to inform you that, in recognition of the role you play in our collective success, you have been granted a Restricted Stock Unit Award. This award is subject to the terms and conditions of the Fluent, Inc. 2022 Omnibus Equity Incentive Plan, this Grant Notice, and the following Restricted Stock Unit Agreement. The details of this award are indicated below.

Grantee:	[GRANTEE NAME]

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WAIVER AGREEMENT

This Waiver Agreement (the “Agreement”) is made on this 12thday of August 2026, by and between MidCap Apollo Institutional Private Lending (the “Company”) and Apollo Credit Management, LLC, the Company’s investment adviser (the “Adviser”). Capitalized terms used but not defined herein shall have the meaning ascribed to them in the Advisory Agreement (as defined below).

WITNESSETH:

WHEREAS, the Company is a closed-end, non-diversified management investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended (the “1940 Act”);

WHEREAS, the Company and the Adviser entered into that certain Investment Advisory Agreement, dated March 15, 2024, by and between the Company and the Adviser (the “Advisory Agreement”), pursuant to which the Adviser provides investment advisory services to the Company; and

WHEREAS, the Company and the Adviser have determined that it is appropriate and in the best interests of the Company to partially waive both the base management fee (the “Base Management Fee”) and the incentive fee (the “Incentive Fee”) that may be payable by the Company to the Adviser under the Advisory Agreement pursuant to the terms and for the period set forth herein.

NOW, THEREFORE, in consideration of the premises set forth herein and for other good and valuable consideration, the parties hereby agree as follows:

1.Partial Waiver of Base Management Fee and Incentive Fee Payable under the Advisory Agreement

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GLOBAL GUARANTY AGREEMENT

This Guaranty (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Guaranty”) is made as of August __, 2026, by the entities listed on Schedule I attached hereto and any subsequent party that may join in this Guaranty (collectively, the “Guarantors”) in favor of YA II PN, LTD. (“YA II” or the “Creditor”), with respect to all obligations of HEALTH IN TECH, INC., a Nevada corporation (the “Debtor”) owed to the Creditor.

** **

RECITALS

WHEREAS, the Creditor and the Debtor have entered into a Standby Equity Purchase Agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Agreement”) dated as of August 12, 2026, pursuant to which the Creditor shall provide advances to the Debtor (the “Pre-Paid Advances”) to be evidenced by promissory notes issued to the Creditor (the “Promissory Notes”), pursuant to and upon the terms and conditions of the Agreement, in the aggregate amount of up to $15,000,000;

** **

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REGISTRATION RIGHTS AGREEMENT

** **

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of August __, 2026, is made by and between YA II PN, LTD., a Cayman Islands exempt limited company (the “Investor”), and HEALTH IN TECH, INC., a company incorporated under the laws of the State of Nevada (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties.”

** **

WHEREAS, the Company and the Investor have entered into that certain Standby Equity Purchase Agreement, dated as of the date hereof (the “Purchase Agreement”), pursuant to which the Company may issue, from time to time, to the Investor up to $20 million of newly issued shares of the Company’s shares of Class A Common Stock, par value $0.001 per share (the “Common Shares”); and

** **

WHEREAS, pursuant to the terms of, and in consideration for the Investor entering into, the Purchase Agreement, and to induce the Investor to execute and deliver the Purchase Agreement, the Company has agreed to provide the Investor with certain registration rights under the Securities Act of 1933, as amended, and the rules and regulations thereunder, or any similar successor statute (collectively, the “Securities Act”).

AGREEMENT

** **

NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and the Investor hereby agree as follows:

1. DEFINITIONS.

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STANDBY EQUITY PURCHASE AGREEMENT

** **

THIS STANDBY EQUITY PURCHASE AGREEMENT (this “Agreement”) dated as of August 12, 2026 is made by and between YA II PN, LTD., a Cayman Islands exempt limited company (the “Investor”), and HEALTH IN TECH, INC., a company incorporated under the laws of the State of Nevada (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties.”

** **

WHEREAS, the Parties desire that, upon the terms and subject to the conditions contained herein, the Company shall have the right to issue and sell to the Investor, from time to time as provided herein, and the Investor shall purchase from the Company, up to $20 million of the Company’s shares of Class A common stock, par value $0.001 per share (the “Common Shares”);

** **

WHEREAS, the Common Shares are listed for trading on the Nasdaq Stock Market under the symbol “HIT;”

** **

WHEREAS, the offer and sale of the Common Shares issuable hereunder will be made in reliance upon Section 4(a)(2) under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the “Securities Act”), or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the transactions to be made hereunder;

** **

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