Browse EX-10 agreements

AMENDMENT NO. 5 TO CREDIT AGREEMENT

This AMENDMENT NO. 5 TO CREDIT AGREEMENT (this “Amendment”) is entered into effective August 7, 2026 (the “Amendment No. 5 Effective Date”), among BRC Group Holdings, Inc. (f/k/a B. Riley Financial, Inc.), a Delaware corporation (“Ultimate Parent”), BR Financial Holdings, LLC, a Delaware limited liability company (the “Borrower”), each of the lenders party hereto (the “Lenders”) and Oaktree Fund Administration, LLC, as administrative agent for the Lenders (in such capacity, together with its successors and permitted assigns in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”). All capitalized terms used herein (including in this preamble) and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.

R E C I T A L S:

WHEREAS, the Ultimate Parent, the Borrower, the Lenders, the Administrative Agent, and the Collateral Agent are parties to that certain Credit Agreement, dated as of February 26, 2025 (as amended by Amendment No. 1 to Credit Agreement and Guarantee and Collateral Agreement, dated as of March 24, 2025, as amended by Amendment No. 2 to Credit Agreement, dated as of July 8, 2025, as amended by Amendment No. 3 to Credit Agreement, dated as of October 8, 2025 and as amended by Amendment No. 4 to Credit Agreement, dated as of January 14, 2026, the “Credit Agreement”);

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CNL Strategic Capital, LLC 8-K

Exhibit 10.1

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August 10, 2026

CNL Strategic Capital B Inc

450 S Orange Ave

Orlando FL 32801

Attention: Tammy Tipton

Re:     $100,000,000.00 Line of Credit identified with loan #25005901 (the “Facility”)

Ladies and Gentlemen:

We refer to that certain promissory note governing the captioned Facility made by CNL Strategic Capital B Inc ([individually and collectively, as the context requires, but in each case jointly and severally,] “Borrower” or “you”) and Valley National Bank (“Lender”, “we” or “us”) dated February 15, 2024 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Note”), together with any and all loan agreements, guaranties, security agreements, mortgages, deed of trust, instruments and other documents executed in connection with or relating to the Facility or any collateral therefor (as each may have been amended, restated, amended and restated, supplemented or otherwise modified from time to time, together with the Note, collectively, the “Loan Documents”).

You have requested, and Lender has agreed, to extend the maturity date of the Facility on the terms and conditions set forth herein.

NOW, THEREFORE, the parties hereto agree as follows:

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VIAVI SOLUTIONS INC. EQUITY INCENTIVE PLAN

RESTRICTED STOCK UNIT AWARD AGREEMENT

1.Issuance of Units. Viavi Solutions Inc., a Delaware corporation (the “Company”), hereby issues to the Grantee (the “Grantee”) named in the Notice of Restricted Stock Unit Award (the “Notice”), the Total Number of Restricted Stock Units Awarded set forth in the Notice (the “Units”), subject to the Notice, this Restricted Stock Unit Award Agreement and any addendum thereto, which contains country specific provisions (collectively, the “Agreement”) and the terms and provisions of the Company’s Equity Incentive Plan, as amended from time to time (the “Plan”), which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Agreement.

2.Transfer Restrictions. The Units may not be transferred in any manner other than by will or by the laws of descent and distribution. Notwithstanding the foregoing, the Grantee may designate a beneficiary of the Units in the event of the Grantee’s death on the beneficiary designation form attached hereto as Exhibit A. The terms of this Agreement shall be binding upon the executors, administrators, heirs, successors and transferees of the Grantee.

3.Vesting.

(a)For purposes of this Agreement and the Notice, the term “vest” shall mean, with respect to any Units, that such Units are no longer subject to forfeiture to the Company. If the Grantee would become vested in a fraction of a Unit, such Unit shall not vest until the Grantee becomes vested in the entire Unit.

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VIAVI SOLUTIONS INC. EQUITY INCENTIVE PLAN

RESTRICTED STOCK UNIT AWARD AGREEMENT

1.Issuance of Units. Viavi Solutions Inc., a Delaware corporation (the “Company”), hereby issues to the Grantee (the “Grantee”) named in the Notice of Restricted Stock Unit Award (the “Notice”), the Total Number of Restricted Stock Units Awarded set forth in the Notice (the “Units”), subject to the Notice, this Restricted Stock Unit Award Agreement and any addendum thereto, which contains country specific provisions (collectively, the “Agreement”) and the terms and provisions of the Company’s Equity Incentive Plan, as amended from time to time (the “Plan”), which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Agreement.

2.Transfer Restrictions. The Units may not be transferred in any manner other than by will or by the laws of descent and distribution. Notwithstanding the foregoing, the Grantee may designate a beneficiary of the Units in the event of the Grantee’s death on the beneficiary designation form attached hereto as Exhibit A. The terms of this Agreement shall be binding upon the executors, administrators, heirs, successors and transferees of the Grantee.

3.Vesting.

(a)For purposes of this Agreement and the Notice, the term “vest” shall mean, with respect to any Units, that such Units are no longer subject to forfeiture to the Company. If the Grantee would become vested in a fraction of a Unit, such Unit shall not vest until the Grantee becomes vested in the entire Unit.

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VIAVI SOLUTIONS INC. 2003 EQUITY INCENTIVE PLAN

NOTICE OF PERFORMANCE UNIT AWARD

Grantee’s Name:					Award Number: %%OPTION_NUMBER%-%
%%FIRST_NAME_MIDDLE_NAME_LAST_NAME%-%					Date of Award: %%OPTION_DATE%-%
Employee ID: %%EMPLOYEE_IDENTIFIER%-%					Type of Award: Performance Units
					Vesting Commencement Date: Per Section 3

You (the “Grantee”) have been granted a performance unit award (the “Award”), subject to the terms and conditions of this Notice of Performance Unit Award (the “Notice”), the Viavi Solutions Inc. 2003 Equity Incentive Plan, as amended from time to time (the “Plan”) and the Performance Unit Award Agreement (the “Award Agreement”) attached hereto, as follows. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Notice.

Total Number of Performance Units Awarded (the “Units”)1:
%%TOTAL_SHARES_GRANTED,’999,999,999’%-% [Equal to 100%]

Vesting Schedule:

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VIAVI SOLUTIONS INC. 2003 EQUITY INCENTIVE PLAN

NOTICE OF PERFORMANCE UNIT AWARD

Grantee’s Name:					Award Number: %%OPTION_NUMBER%-%
%%FIRST_NAME_MIDDLE_NAME_LAST_NAME%-%					Date of Award: %%OPTION_DATE%-%
Employee ID: %%EMPLOYEE_IDENTIFIER%-%					Type of Award: Performance Units
					Vesting Commencement Date: Per Section 3

You (the “Grantee”) have been granted a performance unit award (the “Award”), subject to the terms and conditions of this Notice of Performance Unit Award (the “Notice”), the Viavi Solutions Inc. 2003 Equity Incentive Plan, as amended from time to time (the “Plan”) and the Performance Unit Award Agreement (the “Award Agreement”) attached hereto, as follows. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Notice.

Total Number of Performance Units Awarded (the “Units”)1:
%%TOTAL_SHARES_GRANTED,’999,999,999’%-% [Equal to 100%]

Vesting Schedule:

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EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (“Agreement”) is effective as of June 1, 2026, by and between Bridget Lasda (the “Executive”) and Laird Superfood, Inc., a Nevada corporation (the “Company”).

WHEREAS, the Company and the Executive desire to enter into this Agreement in order to set forth the terms and conditions of the Executive’s employment with the Company.

NOW, THEREFORE, in consideration of the mutual agreements hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Executive and the Company hereby agree as follows:

1.**    EMPLOYMENT; SERVICE ON BOARD AND OTHER POSITIONS**. The Company hereby employs the Executive and the Executive hereby accepts employment as the Chief Sales Officer of the Company. The Executive shall have all the duties, responsibilities, and authority attendant to this position and shall render services consistent with such position on the terms set forth herein and shall report to Jason Vieth, CEO (the “Supervisor”). In addition, the Executive shall have such other executive and managerial powers and duties with respect to the Company as may be assigned to the Executive by the Supervisor. The Executive agrees to devote all of the Executive’s working time and best efforts to the business and affairs of the Company, subject to reasonable periods of vacation and other leave to which the Executive is entitled and shall not engage in activities that substantially interfere with such performance. For the avoidance of doubt, the Executive may

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EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (“Agreement”) is effective as of April 20, 2026, by and between Andrew Judd (the “Executive”) and Laird Superfood, Inc., a Nevada corporation (the “Company”).

WHEREAS, the Company and the Executive desire to enter into this Agreement in order to set forth the terms and conditions of the Executive’s employment with the Company.

NOW, THEREFORE, in consideration of the mutual agreements hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Executive and the Company hereby agree as follows:

1.**    EMPLOYMENT; SERVICE ON BOARD AND OTHER POSITIONS**. The Company hereby employs the Executive and the Executive hereby accepts employment as the Chief Marketing Officer of the Company. The Executive shall have all the duties, responsibilities, and authority attendant to this position and shall render services consistent with such position on the terms set forth herein and shall report to Jason Vieth, CEO (the “Supervisor”). In addition, the Executive shall have such other executive and managerial powers and duties with respect to the Company as may be assigned to the Executive by the Supervisor. The Executive agrees to devote all of the Executive’s working time and best efforts to the business and affairs of the Company, subject to reasonable periods of vacation and other leave to which the Executive is entitled and shall not engage in activities that substantially interfere with such performance. For the avoidance of doubt, the Executive

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FORM OF SECOND AMENDMENT TO THE 2020 OMNIBUS INCENTIVE PLAN

WHEREAS, Laird Superfood, Inc. (the "Company") has previously adopted the 2020 Omnibus Incentive Plan, as amended (the “Incentive Plan”), pursuant to which grants with respect to shares of the Company’s common stock may be awarded;

WHEREAS, pursuant to Section 5.2 of the Incentive Plan, the Board of Directors of the Company (the "Board") may amend the Incentive Plan or any portion thereof at any time; and

WHEREAS, the Board has determined that it is advisable and in the best interest of the Company and its shareholders to amend the Incentive Plan (i) to increase the aggregate number of shares of the Company’s common stock that may be issued under the Incentive Plan, as set forth in Section 4.1 of the Incentive Plan, by an additional 3,876,836 shares, to a total of 6,000,000, shares of the Company’s common stock, (ii) extend the term of the Incentive Plan, such that the Incentive Plan will terminate on the first to occur of (a) May 22, 2036, (b) the date determined in accordance with Section 5.2 of the Incentive Plan and (c) the date determined in accordance with Section 16.3 of the Incentive Plan, and (iii) extend the evergreen provision of the Incentive Plan by two years.

NOW, THEREFORE, BE IT

RESOLVED, that the form, terms and provisions of this Second Amendment to the Incentive Plan (this "Amendment") be, and hereby are, adopted and approved in all respects, subject to approval by the shareholders at the shareholders’ annual meeting.

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BLAIZE HOLDINGS, INC.

AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM

Eligible Directors (as defined below) on the board of directors (the “Board”) of Blaize Holdings, Inc. (the “Company”) shall be eligible to receive cash and equity compensation as set forth in this Amended and Restated Non-Employee Director Compensation Program (this “Program”). This Program amends and restates in its entirety the Company’s Non-Employee Director Compensation Program, which originally became effective on January 13, 2025, and was amended and restated on March 3, 205. The cash and equity compensation described in this Program shall be paid or made, as applicable, automatically as set forth herein and without further action of the Board, to each member of the Board who is not an employee of the Company or any of its parents or subsidiaries and who is determined by the Board to be eligible to receive compensation under this Program (each, an “Eligible Director”), who may be eligible to receive such cash or equity compensation, unless such Eligible Director declines the receipt of such cash or equity compensation by written notice to the Company.

This Program shall be effective as of July 7, 2026 (the “Effective Date”) and shall remain in effect until it is revised or rescinded by further action of the Board. This Program may be amended, modified or terminated by the Board at any time in its sole discretion. No Eligible Director shall have any rights hereunder, except with respect to equity awards granted pursuant to Section 2 of this Program.

1.Cash Compensation.

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EMPLOYMENT AGREEMENT

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THIS EMPLOYMENT AGREEMENT (the “Agreement”), made as of this 7th day of August 2026, by and between GrabAGun Digital Holdings Inc., a Texas corporation having its principal office at 200 East Beltline Road, Suite 403, Coppell, Texas 75019 (the “Company”), and Jonathan A. Terry (the “Employee” and, together with the Company, the “Parties,” each individually, a “Party”).

WHEREAS, the Company desires to employ the Employee as its Chief Financial Officer, and the Employee is willing to accept and undertake such employment, on the terms and conditions set forth herein;

NOW, THEREFORE, in consideration of the premises and the mutual covenants herein set forth, the Company and the Employee agree as follows:

1. EMPLOYMENT. The Company agrees to and does hereby employ the Employee, and the Employee agrees to and does hereby accept employment by the Company, commencing on August 10, 2026 (the “Effective Date”). Employee will be appointed as the Company’s Chief Financial Officer effective on August 14, 2026.

2. DUTIES; FULL-TIME SERVICES.

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Exhibit 10.1

Alumis** **Inc.

Non-Employee** Director Compensation **Policy

**(AS AMENDED**** AND RESTATED**** ON JUNE**** 12, 2026 ****(THE **“EFFECTIVEDATE”))

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Each member of the Board of Directors (the “Board”) who is not also serving as an employee of orconsultanttoAlumisInc.(the“Company”)oranyofitssubsidiaries(eachsuchmember, an“Eligible Director”) will receive the compensation described in this Non-Employee Director Compensation Policy for his or her Board service upon and following the Effective Date. An EligibleDirectormaydeclinealloranyportionofhisorhercompensationbygivingnoticetothe Company prior to the date cash may be paid or equity awards are to be granted, as the case may be.ThispolicymaybeamendedatanytimeinthesolediscretionoftheBoardortheCompensation Committee of the Board.

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Annual** Cash Compensation**

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