Browse EX-10 agreements

[Certain information has been excluded because it both (i) is not material and (ii) is the type the Company treats as private or confidential]

NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Original Issue Date: May 31, 2026

$34,336.38

SENIOR SECURED CONVERTIBLE NOTE DUE JULY 6, 2027

THIS SENIOR SECURED CONVERTIBLE NOTE is a duly authorized and validly issued Senior Secured Convertible Note of CV Sciences, Inc., a Delaware corporation (the “Company”), having its principal place of business at 9530 Padgett Street, Suite 107, San Diego, CA 92126, designated as its Senior Secured Convertible Note due on the Maturity Date (defined below) (this Note, the “Note”).

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AMENDMENT NO. 1 TO THE

APPLIED INDUSTRIAL TECHNOLOGIES, INC.

2023 LONG-TERM PERFORMANCE PLAN

This Amendment No. 1 (this “Amendment”) to the Applied Industrial Technologies, Inc. 2023 Long-Term Performance Plan (the “Plan”) is adopted by the Executive Organization and Compensation Committee (the “Committee”) of the Board of Directors of Applied Industrial Technologies, Inc. (the “Company”), effective as of June 22, 2026.

WHEREAS, the Company maintains the Plan;

WHEREAS, Section 11 of the Plan provides that the Board or the Committee may amend the Plan, and that approval of the holders of the Company’s Common Shares is required only to (i) increase the aggregate number of Common Shares that may be issued under the Plan, (ii) materially modify the requirements as to eligibility for participation in the Plan, or (iii) withdraw administration of the Plan from the Committee;

WHEREAS, the Committee desires to amend the tax withholding provisions of the Plan to permit a Participant to elect to satisfy tax withholding obligations in an amount exceeding the minimum statutory withholding requirements, up to the maximum amount permitted under then-current accounting principles to qualify Awards for equity classification, consistent with the flexibility afforded to employers under Financial Accounting Standards Board Accounting Standards Codification Topic 718 (as amended by Accounting Standards Update No. 2016-09); and

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AMENDMENT NO. 1 TO THE

APPLIED INDUSTRIAL TECHNOLOGIES, INC.

2019 LONG-TERM PERFORMANCE PLAN

This Amendment No. 1 (this “Amendment”) to the Applied Industrial Technologies, Inc. 2019 Long-Term Performance Plan (the “Plan”) is adopted by the Executive Organization and Compensation Committee (the “Committee”) of the Board of Directors of Applied Industrial Technologies, Inc. (the “Company”), effective as of June 22, 2026.

WHEREAS, the Company maintains the Plan;

WHEREAS, Section 11 of the Plan provides that the Board or the Committee may amend the Plan, and that approval of the holders of the Company’s Common Shares is required only to (i) increase the aggregate number of Common Shares that may be issued under the Plan, (ii) materially modify the requirements as to eligibility for participation in the Plan, or (iii) withdraw administration of the Plan from the Committee;

WHEREAS, the Committee desires to amend the tax withholding provisions of the Plan to permit a Participant to elect to satisfy tax withholding obligations in an amount exceeding the minimum statutory withholding requirements, up to the maximum amount permitted under then-current accounting principles to qualify Awards for equity classification, consistent with the flexibility afforded to employers under Financial Accounting Standards Board Accounting Standards Codification Topic 718 (as amended by Accounting Standards Update No. 2016-09); and

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AMENDMENT NO. 1 TO THE

APPLIED INDUSTRIAL TECHNOLOGIES, INC.

2015 LONG-TERM PERFORMANCE PLAN

This Amendment No. 1 (this “Amendment”) to the Applied Industrial Technologies, Inc. 2015 Long-Term Performance Plan (the “Plan”) is adopted by the Executive Organization and Compensation Committee (the “Committee”) of the Board of Directors of Applied Industrial Technologies, Inc. (the “Company”), effective as of June 22, 2026.

WHEREAS, the Company maintains the Plan;

WHEREAS, Section 11 of the Plan provides that the Board or the Committee may amend the Plan, and that approval of the holders of the Company’s Common Shares is required only to (i) increase the aggregate number of Common Shares that may be issued under the Plan, (ii) materially modify the requirements as to eligibility for participation in the Plan, or (iii) withdraw administration of the Plan from the Committee;

WHEREAS, the Committee desires to amend the tax withholding provisions of the Plan to permit a Participant to elect to satisfy tax withholding obligations in an amount exceeding the minimum statutory withholding requirements, up to the maximum amount permitted under then-current accounting principles to qualify Awards for equity classification, consistent with the flexibility afforded to employers under Financial Accounting Standards Board Accounting Standards Codification Topic 718 (as amended by Accounting Standards Update No. 2016-09); and

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MARIMED INC.

THIRD AMENDED AND RESTATED 2018 STOCK AWARD AND INCENTIVE PLAN

Restricted Stock Unit Agreement

(Director Grant)

This Restricted Stock Unit Agreement (the "Agreement") is made effective as of ________ (the "Grant Date") between MariMed Inc., a Delaware corporation (the "Company") and ________ (the "Participant").

RECITALS

    WHEREAS, the Company has adopted the Third Amended and Restated 2018 Stock Award and Incentive Plan (the "Plan"), which Plan is incorporated herein by reference and made a part of this Agreement (capitalized terms not otherwise defined herein shall have the meanings as set forth in the Plan); and

    WHEREAS, the Board of Directors (the “Board”) of the Company has determined that it is in the best interests of the Company and its stockholders to grant to the Participant the restricted stock units described herein pursuant to the Plan and the terms set forth below.

    NOW THEREFORE, in consideration of the mutual covenants hereinafter set forth, the parties agree as follows:

1.Award of Restricted Stock Units; Condition to Effectiveness. Subject to the terms and conditions of the Plan and this Agreement and in consideration of services rendered and to be rendered by the Participant to the Company and its subsidiaries, the Company hereby grants to the Participant an award (the “Award”) of ________ restricted stock units (the "RSUs"). Each RSU entitles the Participant to one share of Company Common Stock upon vesting in accordance with the terms of this Agreement.

2.Vesting of RSUs.

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MARIMED INC.

THIRD AMENDED AND RESTATED 2018 STOCK AWARD AND INCENTIVE PLAN

Restricted Stock Unit Agreement

(Time-Based Vesting)

This Restricted Stock Unit Agreement (the "Agreement") is made effective as of ___________ (the "Grant Date") between MariMed Inc., a Delaware corporation (the "Company") and _________ (the "Participant").

RECITALS

    WHEREAS, the Company has adopted the Third Amended and Restated 2018 Stock Award and Incentive Plan (the "Plan"), which Plan is incorporated herein by reference and made a part of this Agreement (capitalized terms not otherwise defined herein shall have the meanings as set forth in the Plan); and

    WHEREAS, the Board has determined that it is in the best interests of the Company and its stockholders to grant to the Participant the restricted stock units described herein pursuant to the Plan and the terms set forth below.

    NOW THEREFORE, in consideration of the mutual covenants hereinafter set forth, the parties agree as follows:

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MARIMED INC.

THIRD AMENDED AND RESTATED

2018 STOCK AWARD AND INCENTIVE PLAN

(Amended and Restated as of June 22, 2026)

ARTICLE I

PURPOSE

1.1 Purpose.The purpose of the MariMed Inc. 2018 Amended and Restated Stock Award and Incentive Plan (as may be amended from time to time, the “Plan”) is to strengthen the ability of MariMed Inc. (the “Company”) to attract, motivate, and retain employees, directors and other service providers of superior ability, to more closely align the interests of such persons with those of the Company’s shareholders and to promote the success of the Company’s business.

ARTICLE II

GENERAL DEFINITIONS

In addition to terms defined in other Articles of the Plan, the following are defined terms for purposes of the Plan:

2.1 “Agreement”The written instrument (which may be in electronic form) evidencing the grant to a Participant of an Award. Each Participant may be issued one or more Agreements from time to time, evidencing one or more Awards.

2.2 “Award”Any award granted under this Plan.

2.3 “Board”The Board of Directors of the Company.

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TERMINATION, STANDSTILL AND MUTUAL RELEASE AGREEMENT

This Termination, Standstill and Mutual Release Agreement (this “Agreement”) is entered into as of July 23, 2026 (the “Termination Date”), by, between, and among BNB Plus Corp., a Delaware corporation formerly known as Applied DNA Sciences, Inc. (“BNBX” or the “Company”), on the one hand, and Mr. JR Pasch, Mr. Joshua Kruger and Mr. Patrick Horsman (together, the “Cypress Principals”), Cypress Management LLC, a Puerto Rico limited liability company (the “Cypress Strategic Advisor”) and Cypress LLC, a Puerto Rico limited liability company (“Cypress Digital” and, together with the Cypress Principals and the Cypress Strategic Advisor, the “Cypress Parties”). Collectively, the Company and the Cypress Parties will be referred to as the “Parties.”

WHEREAS, on or about September 29, 2025, BNBX and the Cypress Strategic Advisor entered into a Strategic Advisor Agreement (the “SA Agreement”);

WHEREAS, on or about September 29, 2025, BNBX and Cypress Digital entered into a Strategic Digital Assets Services Agreement (the “Digital Services Agreement”);

WHEREAS, on or about October 1, 2025, BNBX and Patrick Horsman (“Horsman”), entered into a Consulting Agreement (the “Horsman Consulting Agreement”);

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As of June 19, 2026

Benedetta Casamento

346 Hillcrest Road

Englewood, NJ 07631

Dear Benedetta:

On behalf of the Board of Directors of Milestone Scientific Inc. (the “Company”), I am pleased to confirm your appointment as Executive Chairman (or if you prefer, Executive Chairwoman or Executive Chair) of the Board of Directors, effective June 19, 2026 (the “Effective Date”).

1. Position; Duties. The Company hereby offers you employment as Executive Chairman of the Board of Directors (the “Board”) of the Company, with an annual salary as described in the Employment Offer Summary attached to this letter. By acceptance of this offer, you agree to perform the duties and services outlined in the Employment Offer Summary attached hereto, and such other duties and services as are customary for an executive chairman of a company such as the Company and other duties and services as the Board may reasonably request commensurate with your position as Executive Chairman and (a) to devote such business time and attention to the business and affairs of the Company and to use your reasonable best efforts to perform faithfully and diligently the duties and responsibilities of your position to accomplish the goals and objectives of the Company as may be reasonably necessary, and (b) adhere to the Company’s procedures and policies. During your employment with the Company, you may not directly or indirectly render services to any other person or organization for which you could not render such services as an independent director, it being understood that you may engage in the

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Exhibit 10.8

FORM OF LOCK-UP AGREEMENT

June 19, 2026

Milestone Scientific Inc.

425 Eagle Rock Road, Ste 403

Roseland, NJ 07068

	Re:	Amendment to Services Agreement effective as of April 1, 2026 with Milestone Scientific, Inc.

Ladies and Gentlemen:

The undersigned acknowledges that Milestone Scientific, Inc. (the “Company”) and the undersigned are substantially contemporaneously herewith amending certain service agreements between the Company and the undersigned or an affiliate of the undersigned (the “Service Agreements”).

The undersigned irrevocably agrees with the Company that, from June 19, 2026 until April 20, 2027 (such period, the “Restriction Period”) the undersigned will not offer, sell, contract to sell, hypothecate, pledge or otherwise dispose of (or enter into any transaction which is designed to, or might reasonably be expected to, result in the disposition (whether by actual disposition or effective economic disposition due to cash settlement or otherwise) by the undersigned or any affiliate of the undersigned), directly or indirectly, or establish or increase a put equivalent position or liquidate or decrease a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), with respect to, any common shares of the Company or securities

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Exhibit 10.7

Execution Version (2)

Agreement

With respect to

Compensation and Other Arrangements

THIS AGREEMENT, made as of April 1, 2026 (the “Effective Date”), is made by and among Leonard Osser, residing at 32 Camlet Court, Roseland, New Jersey 07068 (“Executive”), U.S. Asian Consulting Group, LLC, a Delaware limited liability company (“U.S. Asian”), and Milestone Scientific, Inc., a Delaware corporation having its office at 425 Eagle Rock Avenue, Suite 403, Roseland, New Jersey 07068 (the “Company” and, together with Executive and U.S Asian, each “Party” and collectively, the “Parties”).

RECITALS

A. Executive is a principal and together with his wife the sole members of U.S. Asian; and

B. The Company and Executive entered into an Employment Agreement dated July 11, 2017 (the “Employment Agreement”), and the Company and U.S. Asian entered into a Consulting Agreement dated July 10, 2017 (the “Consulting Agreement”); and

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MILESTONE SCIENTIFIC INC.

425 Eagle Rock Road, Ste 403,

Roseland, New Jersey 07068

As of March 31, 2026

Innovest S.p.A.

Corso Venezia 44

Milano, Italy 20121

Attn: Giandomenico Trombetta, President and Managing Director

BP4 S.r.l. in liquidazione

Corso Venezia 44 Milano

Attn: Pedro Palau, Liquidator and Legal Representative

	Re:	Amendment of Amended and Restated Memorandum of Understanding

Dear Sirs:

Reference is made to that certain Amended and Restated Memorandum of Understanding dated January 13, 2026 (the “MOU”) by and between Innovest S.p.A. (“Innovest”), as the holder of certain consent/blockage rights with respect to BP4 S.r.l., societa’ a responsabilita’ limitata in liquidazione (“BP4”), according to BP4’s corporate bylaws, in the person of Gian Domenico Trombetta as a duly authorized representative of Innovest, and Milestone Scientific Inc., a Delaware corporation (the “Company”). All terms used herein as defined terms but not defined herein shall have the meanings ascribed thereto in the MOU.

The purpose of this letter is to modify the MOU in certain respects, including the conditions to be satisfied for each of the BP4 Parties to enter into Lock-Up Agreements. Accordingly, the parties hereby amend the MOU, as follows:

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