Browse EX-10 agreements

July 10, 2026

VIA EMAIL

Nir Naor

Atlanta, GA 30068 Email:

Dear Nir:

On behalf of everyone at Neuronetics, I am delighted at the prospect of you joining the team as Chief Financial Officer & Treasurer. Your employment offer with Neuronetics, Inc. will be on the following terms:

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Execution Version

CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (i) NOT MATERIAL AND (ii) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS THAT INFORMATION AS PRIVATE OR CONFIDENTIAL.

ASSET PURCHASE AGREEMENT

BY AND BETWEEN

CELLUTION BIOLOGICS INC.

AND

ELUTIA INC.

July 16, 2026

TABLE OF CONTENTS

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FIRST AMENDMENT TO EMPLOYMENT AGREEMENT

This First Amendment (“Amendment”) to that certain Employment Agreement, effective June 23, 2025 (the “Agreement”), by and between Asim Akram (the “Executive”) and MultiSensor AI Holdings, Inc., a Delaware corporation (the “Company”), shall be effective as of the date it is fully executed by the parties hereto (the “Effective Date”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings ascribed to them in the Agreement.

WHEREAS, the Company and the Executive desire to amend the Agreement to provide for accelerated vesting of the Executive’s outstanding equity awards in the event of a Change in Control of the Company.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein and in the Agreement, the parties hereto agree as follows:

1. Amendment to Equity Award Treatment. Section 3(c) of the Agreement is hereby amended by adding the following new subsections at the end thereof:

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SECOND AMENDMENT TO

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

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This Second Amendment (“Amendment”) to that certain Amended and Restated Employment Agreement, effective February 5, 2025 (the “Agreement”), by and between Robert Nadolny (the “Executive”) and MultiSensor AI Holdings, Inc., a Delaware corporation (the “Company”), shall be effective as of the date it is fully executed by the parties hereto (the “Effective Date”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings ascribed to them in the Agreement.

WHEREAS the Company and the Executive desire to amend the Agreement to provide for accelerated vesting of the Executive’s outstanding equity awards in the event of a Change in Control of the Company.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein and in the Agreement, the parties hereto agree as follows:

1. Amendment to Equity Award Treatment. Section 3(f) of the Agreement is hereby amended by adding the following new subsection at the end thereof:

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Exhibit 10.2

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MULTISENSOR AI HOLDINGS, INC.

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**2023 INCENTIVE AWARD PLAN

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Performance STOCK Unit Grant Notice

MultiSensor AI Holdings, Inc., a Delaware corporation (the “Company”), has granted to the participant listed below (“Participant”) the Performance Stock Units (the “PSUs”) described in this Performance Stock Unit Grant Notice (this “Grant Notice”), subject to the terms and conditions of the MultiSensor AI Holdings, Inc. 2023 Incentive Award Plan (as amended from time to time, the “Plan”) and the Performance 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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Exhibit 10.1

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MULTISENSOR AI HOLDINGS, INC.

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**2023 INCENTIVE AWARD PLAN

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RESTRICTED STOCK Unit Grant Notice

MultiSensor AI Holdings, Inc., a Delaware corporation (the “Company”), has granted to the participant listed below (“Participant”) the Restricted Stock Units (the “RSUs”) described in this Restricted Stock Unit Grant Notice (this “Grant Notice”), subject to the terms and conditions of the MultiSensor AI Holdings, Inc. 2023 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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AMENDMENT NO. 2 TO PURCHASE AGREEMENT

This AMENDMENT NO. 2 TO PURCHASE AGREEMENT (this “Second Amendment”), dated as of July 16, 2026, is made and entered into by and between Marpai, Inc., a New York corporation (“Marpai”) and AXA S.A., a French société anonyme (“AXA”). Marpai and AXA are sometimes referred to herein collectively as the “Parties.” Unless otherwise indicated, capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Amended Purchase Agreement (defined below).

R E C I T A L S

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INDEMNIFICATION AGREEMENT

This Indemnification Agreement (this “Agreement”) is entered into on __________ by and between Damora Therapeutics, Inc., a Cayman Islands exempted company (the “Company”), and __________ (the “Indemnitee”). Notwithstanding the date of execution of this Agreement, each of the parties hereto agrees that their respective rights, duties and obligations pursuant to this Agreement shall come into effect upon the earliest date that the Indemnitee is duly elected or appointed as a director or officer of the Company.

RECITALS

WHEREAS, the Board of Directors of the Company (the “Board”) has determined that the inability to attract and retain qualified persons as directors and officers is detrimental to the best interests of the Company and that the Company should act to assure such persons that there shall be adequate certainty of protection through insurance and indemnification against risks of claims and actions against them arising out of their service to and activities on behalf of the Company;

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This AMENDMENT NO. 3, dated as of July 17, 2026 (this “Amendment”), is made and entered into by and among H.B. FULLER COMPANY, a Minnesota corporation (the “Borrower”), the Subsidiary Guarantors listed on the signature pages hereto, JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and each of the lenders party hereto (constituting the Required Lenders).

RECITALS

WHEREAS, reference is made to the Second Amended and Restated Credit Agreement, dated as of February 15, 2023 (as amended by Amendment No. 1 to Second Amended and Restated Credit Agreement dated as of August 16, 2023, Refinancing and Incremental Amendment dated as of March 4, 2024, Refinancing Amendment No. 2 dated as of March 6, 2025 and as the same may be amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement” and, as amended by this amendment, the “Credit Agreement”), by and among the Borrower, the lenders from time to time party thereto (the “Lenders”) and the Administra

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Laser Photonics Corporation

July 16, 2026

Holder of Common Stock Purchase Warrants

Re:	Inducement Offer to Exercise Common Stock Purchase Warrants

Dear Holder:

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Laser Photonics Corporation (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) the opportunity to receive new warrants to purchase shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) in consideration for exercising by you for cash the series A-5 warrants (the “Series A-5 Existing Warrants”) and the series A-6 warrants (the “Series A-6 Existing Warrants”, and collectively with the Series A-5 Existing Warrants, the “Existing Warrants”), each as set forth on Exhibit A hereto and held by you, as set forth on the signature page hereto. The resale of the shares of Common Stock underlying the Existing Warrants (the “Existing Warrant Shares”) has been registered pursuant to the registra

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**THIRD AMENDMENT TO FEE LETTER **

**THIS THIRD AMENDMENT ****TO FEE LETTER **(this “Amendment”) is made as of July 16, 2026 (the “Effective Date”), by and among AB CRE PDF LENDING C LLC, a Delaware limited liability company (“Seller”), AB COMMERCIAL REAL ESTATE PRIVATE DEBT FUND, LLC, a Delaware limited liability company (“Guarantor”), and CITIBANK, N.A., a national banking association (“Buyer”).

**RECITALS: **

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AMENDED AND RESTATED LOCK-UP AGREEMENT

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THIS AMENDED AND RESTATED LOCK-UP AGREEMENT (this “Agreement”), dated as of June 3, 2026, is made and entered into by and among USA Rare Earth, Inc., a Delaware corporation (the “Company”), Michael Blitzer, and Barbara Humpton (and together with any person who hereafter becomes a party to this Agreement pursuant to Section 2 or Section 7 of this Agreement, the “Securityholders” and each, a “Securityholder”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Letter of Intent.

WHEREAS, the Company is party to that certain Letter of Intent, dated as of January 25, 2026 (the “Letter of Intent”) by and among the Company and the CHIPS Program Office of the U.S. Department of Commerce (“CPO”), pursuant to which the Company and CPO outlined the terms of the CHIPS direct funding awards and CHIPS loans for the projects described in the Applications (the “Transactions”);

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