Browse EX-10 agreements

CREDIT AGREEMENT

                THIS CREDIT AGREEMENT is entered into as of June 10, 2026,** by and among NOBLE ROMAN’S, INC.**, an Indiana corporation (“Borrower”), and LAKE FOREST BANK & TRUST COMPANY, N.A.,** a subsidiary of Wintrust Financial Corporation **(together with its successors and assigns, “Lender”). 

WHEREAS, Borrower has requested, and Lender has agreed to provide, subject to the terms and conditions set forth in this Agreement, certain extensions of credit;

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

ARTICLE I

DEFINITIONS AND ACCOUNTING TERMS

1.01.** Defined Terms**.  As used in this Agreement, the following terms shall have the meanings set forth below:

“Affiliate” means, with respect to any Person, another Person that, directly or indirectly through one or more intermediaries, Controls or is Controlled by or is under common Control with the Person specified.  “Control” means (a) the power to vote, or the beneficial ownership of 10% or more of the voting Equity Interests of such Person or (b) the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of a Person, whether through the ability to exercise voting power, by contract or otherwise.  “Controlling” and “Controlled” have meanings correlative thereto.

“Agreement” means this Credit Agreement, as may be amended from time to time.

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CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [***], HAS BEEN EXCLUDED BECAUSE THE REGISTRANT HAS DETERMINED THE INFORMATION IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

FIRST AMENDMENT

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THE AMENDED AND RESTATED STRATEGIC COLLABORATION AGREEMENT

This First Amendment to the Amended and Restated Strategic Collaboration Agreement (“First Amendment to ARSCA”) is effective as of 05 August 2025 (the “First Amendment to ARSCA Effective Date”) by and between Foresight Diagnostics, Inc., having a principal place of business at 2865 Wilderness Place, Boulder, CO 80301 (“Foresight”), and Allogene Therapeutics, Inc., having a principal place of business at 210 East Grand Avenue, South San Francisco, CA 94080 (“Company”) and amends the Strategic Collaboration Agreement the Parties entered into as of January 3, 2024. Foresight and Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

RECITALS:

WHEREAS, Company plans to expand the countries where its ALPHA3 Clinical Study may be undertaken and the Parties want to plan for clinical trial readiness by adding an additional Workplan 2.

NOW THEREFORE, for good and valuable consideration, the Parties agree as follows:

1)Workplan 2 shall be added into Exhibit A.

2)Any capitalized terms not otherwise defined herein shall have the meaning set forth in the Strategic Collaboration Agreement as amended.

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May 28, 2026

Dr. Zachary Roberts

Re: Employment Letter of Agreement (“Agreement”)

Dear Zach:

Allogene Therapeutics, Inc. (“Allogene” or the “Company”) is pleased to offer you continued employment on the following terms and conditions.

1.Title; Reporting; Duties.

(a)Effective as of July 1, 2026 (“Effective Date”), you shall be appointed to the position of President and Chief Executive Officer of Allogene. For clarity, your employment with Allogene shall be continuous, and nothing in this Agreement shall be deemed to constitute a termination of your employment or a new hire or rehire by the Company. Commencing on the Effective Date, you will no longer be Allogene’s Executive Vice President, Research & Development, but you will continue serving as Allogene’s Chief Medical Officer on an interim basis, to serve at the pleasure of the Company’s Board of Directors (the “Board”).

(b)In your new role as President and Chief Executive Officer, you shall report directly to the Board. Subject to the direction of the Board, you shall have such powers and perform such duties as are customarily performed by the President and Chief Executive Officer of similarly situated publicly traded companies in the United States, including specific powers or duties that are reasonably consistent therewith and determined by the Board.

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SECOND AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT

THIS SECOND AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT (this “Agreement”) is entered into on May 12, 2026 by and among:

1.Overland Therapeutics Inc., an exempted company incorporated under the laws of the Cayman Islands (the “Company”),

2.Allogene Therapeutics, Inc., a Delaware corporation (“Allogene”), and

3.HH BioPharma Holdings Ltd., an exempted company incorporated under the laws of the Cayman Islands (“Hillhouse”).

Each of the parties to this Agreement is referred to herein individually as a “Party” and collectively as the “Parties”. Each of Allogene and Hillhouse is referred to herein as an “Shareholder” and collectively as the “Shareholders”. Capitalized terms used herein without definition have the meanings ascribed to them in the Share Exchange Agreement or the Share Distribution Agreement, as applicable.

RECITALS

AOn December 14, 2020, Allogene, Overland Pharmaceuticals (CY) Inc. (“Overland”) and the Company entered into a Shareholders’ Agreement (the “Original Agreement”) to designate the rights and obligations of the parties thereto with respect to the ownership and transfer of the Company’s shares of capital stock.

BOn May 24, 2024, the Parties entered into that certain Amended and Restated Shareholders Agreement (the “Amended and Restated Shareholders Agreement”) to reflect, among other things, the consolidation of Overland’s cell therapy business (the “Prior Restructuring”) with the Company.

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TERMINATION AGREEMENT

THIS TERMINATION AGREEMENT (this “Agreement”) is entered into on May 12, 2026 (the “Effective Date”) by and among Allogene Therapeutics, Inc. (“Allogene”), Overland Therapeutics (SH) Co. Ltd. (formerly known as Allogene Overland BioPharm (PRC) Co., Limited) (“OT PRC” or “Licensee”), and Overland Therapeutics Inc. (formerly known as Allogene Overland BioPharm (CY) Limited) (“OT Cayman”) (collectively the “Parties” and each a “Party”). Capitalized terms not defined herein shall have the meanings ascribed to them in the License Agreement.

WHEREAS, the Parties intend to terminate the Exclusive License Agreement dated December 14, 2020 entered into by and between Allogene and OT Cayman and subsequently assigned by OT Cayman to Overland Therapeutics (HK) Limited (formerly known as Allogene Overland BioPharma (HK) Limited (“OT HK”), and then by OT HK to OT PRC (as it may be amended, restated and/or supplemented from time to time in accordance with its terms, the “License Agreement”).

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the respective covenants and agreements of the Parties contained herein, the Parties agree as follows:

1.Termination of the License Agreement.

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ITG, INC.
NON-EMPLOYEE DIRECTOR COMPENSATION POLICY

This Non-Employee Director Compensation Policy (this “Policy”) of ITG, Inc. (the “Company”), as adopted by the Board of Directors of the Company (the “Board”), effective as of June 30, 2026 (the “Effective Date”), sets forth the compensation payable to each member of the Board who is not an employee of the Company or any of its subsidiaries (each, a “Non-Employee Director”) as consideration solely for service on the Board. For the avoidance of doubt, nothing in this Policy will prohibit the Company from compensating any Non-Employee Director for services provided to the Company outside of such Non-Employee Director’s service on the Board. This Policy shall become effective on the Effective Date and shall remain in effect until it is revised or rescinded by the Board in its sole discretion at any time and from time to time.

1.General. This Policy shall be followed in connection with all compensation paid by the Company to Non-Employee Directors. Any member of the Board who is not a Non-Employee Director shall not be entitled to cash, equity or any other compensation pursuant to this Policy. The terms and conditions of this Policy shall supersede any prior cash and/or equity compensation arrangements for service as a member of the Board between the Company and any of its Non-Employee Directors and between any subsidiary of the Company and any of its non-employee directors.

2.Cash Compensation.

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EXECUTION VERSION

AMENDMENT NO. 5, dated as of August 10, 2026 (this “Amendment”), to the Second Amended and Restated Senior Secured Credit Agreement dated as of June 28, 2022 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”), by and among BLACKSTONE SECURED LENDING FUND, a Delaware statutory trust (the “Borrower”), each of the lenders party thereto (the “Existing Lenders”) and CITIBANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

WHEREAS, the Borrower has requested that the Existing Credit Agreement be amended to, among other things: (i) effect an extension of the Maturity Date with respect to the 2030 Revolving Commitments and the 2030 Term Loans (each as defined in the Existing Credit Agreement), from August 4, 2030 (the “Existing Maturity Date”) to August 10, 2031 (the “Extended Maturity Date”) with respect to the Commitments and Loans of Existing Lenders consenting to such extension and make certain other modifications of the Existing Credit Agreement, in each case as set forth herein; (ii) effect an extension of the Commitment Termination Date with respect to the 2030 Revolving Commitments from August 4, 2029 to August 10, 2030 (the “Extended Commitment Termination Date”); (iii) update Section 6.07(a) (Minimum Shareholders’ Equity); (iv) increase the Revolving Dollar Commitments and/or Revolving Multicurrency Commitments by $45,000,000; and (v) increase the Incremental Term Commitments by $5,000,000;

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May 11, 2026

Mark King

[ ]

On behalf of the Board of Directors of Jack in the Box Inc., this serves to confirm our offer to you for the position of Executive Chairman and Interim Chief Executive Officer (“Interim CEO”) of Jack in the Box Inc. (the “Company”) effective Monday, May 11, 2026.

Base Compensation:

Your monthly gross salary, equivalent to an annual salary of $1,500,000, will be paid on a bi-weekly basis equal to $57,692.31 per pay period.

Allowance:

You will receive a taxable annual technology allowance of $1,950, paid on a bi-weekly basis equal to $75 per pay period. This allowance is intended to assist with the cost of using your personal cell phone, internet, or other device for business purposes.

Annual Incentive:

You are not eligible to participate in the annual Performance Incentive Program for Jack in the Box Inc. executive officers.

Stock Award Grant:

As Interim CEO, you will receive a stock award grant equal to $2.4 million at grant, with the number of shares calculated by dividing the LTI value by the average closing price of Jack in the Box common stock for the 20-days prior to and ending on the last business day preceding the grant date of May 12, 2026. The grant will be made in the form of time-vested restricted stock units (RSUs) that vest ratably at one-twelve per month over one year from the grant date. The stock award grant is subject to the terms and provisions of the Jack in the Box Inc. Omnibus Incentive Plan and award agreement.

Stock Ownership Requirement:

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ENERSYS

AWARD AGREEMENT FOR EMPLOYEES – PERFORMANCE-BASED STOCK UNITS - ADJUSTED EPS

UNDER THE 2023 EQUITY INCENTIVE PLAN

THIS AWARD AGREEMENT FOR EMPLOYEES – PERFORMANCE-BASED STOCK UNITS - ADJUSTED EPS (this “Agreement”), dated as of _____, ____(the “Date of Grant”) is between ENERSYS, a Delaware corporation (the “Company”), and the individual identified on the signature page hereof (the “Participant”).

BACKGROUND

A.Participant is currently an employee of the Company or one of its Subsidiaries.

B.The Company desires to (i) provide Participant with an incentive to remain in the employ of the Company or one of its Subsidiaries, and (ii) increase Participant’s interest in the success of the Company by granting performance-based restricted stock units (the “PSUs”) to Participant to acquire, subject to the attainment of the performance goals set forth in Annex I, the number shares of Common Stock (“Shares”) to be determined in accordance with the formula set forth in Annex Iupon the satisfaction of the terms and conditions set forth in this Agreement.

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ENERSYS

AWARD AGREEMENT FOR EMPLOYEES – RESTRICTED STOCK UNITS

UNDER THE 2023 EQUITY INCENTIVE PLAN

THIS AWARD AGREEMENT FOR EMPLOYEES – RESTRICTED STOCK UNITS (this “Agreement”), dated as of _____, ____, (the “Date of Grant”) is between ENERSYS, a Delaware corporation (the “Company”), and the individual identified on the signature page hereof (the “Participant”).

BACKGROUND

A.Participant is currently an employee of the Company or one of its Subsidiaries.

B.The Company desires to (i) provide Participant with an incentive to remain in the employ of the Company or one of its Subsidiaries, and (ii) increase Participant’s interest in the success of the Company by granting restricted stock units (the “Restricted Stock Units”) to Participant to acquire shares of Common Stock (“Shares”) upon the satisfaction of the terms and conditions set forth in this Agreement.

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The OLB Group, Inc.

EQUITY DISTRIBUTION AGREEMENT

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August 7, 2026

Maxim Group LLC

300 Park Avenue, 16th Floor

New York, New York 10022

Ladies and Gentlemen:

The OLB Group, Inc., a Delaware corporation (the “Company”), proposes to issue and sell through Maxim Group LLC, as sales agent (the “Agent”), shares (the “Shares”) of its common stock, par value $0.0001 per share (“Common Stock”), on terms set forth in this Equity Distribution Agreement (this “Agreement”). The Shares consist entirely of authorized but unissued shares of Common Stock to be issued and sold by the Company.

The Company hereby confirms its agreement with the Agent with respect to the sale of the Shares.

Representations and Warranties of the Company

(a) The Company represents and warrants to, and agrees with, the Agent as follows:

(i) The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through or to the Agent, as sales agent or principal, Shares; provided, however, that in no event shall the Company issue or sell through or to the Agent such number or dollar amount of Shares that would exceed the Maximum Amount (as defined below). The issuance and sale of the Shares through or to the Agent will be effected pursuant to a registration statement on Form S-3 (File No. 333-280347) which was initially declared effective by the Securities and Exchange Commission (the “Commission”) on July 2, 2024, and is currently effective under the Securities Act of

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Reed’s, Inc.

RSU Award Grant Notice

(2026 Equity Incentive Plan)

Reed’s, Inc. (the “Company”) has awarded to you (the “Participant”) the number of restricted stock units specified and on the terms set forth below in consideration of your services (the “RSU Award”). Your RSU Award is subject to all of the terms and conditions as set forth herein and in the Company’s 2026 Equity Incentive Plan (the “Plan”) and the Award Agreement (the “Agreement”), which are attached hereto and incorporated herein in their entirety. Capitalized terms not explicitly defined herein but defined in the Plan or the Agreement shall have the meanings set forth in the Plan or the Agreement.

Participant:
Date of Grant:
Vesting Commencement Date:
Number of Restricted Stock Units:

Vesting Schedule:	Subject to your Continuous Service through each applicable vesting date, the RSU Award will vest as follows: [_____]

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