Browse EX-10 agreements

RESTRICTED STOCK GRANT AGREEMENT

THIS AGREEMENT, by and between TWIN DISC, INCORPORATED (the “Company”) and _______________ (the “Employee”) is dated this 5th day of August, 2026.

WHEREAS, the Company has adopted an Amended and Restated 2021 Omnibus Incentive Plan, as amended and restated in 2024 and in 2026 (the “Plan”), whereby the Compensation and Human Capital Committee of the Board of Directors (the “Committee”) is authorized to award shares of common stock of the Company to officers, key employees, and consultants, carrying restrictions such as a prohibition against disposition and establishing a substantial risk of forfeiture; and

WHEREAS, the Committee has determined it to be in its best interests of the Company to provide the Employee with an inducement to acquire or increase the Employee’s equity interest in the Company; and

WHEREAS, there are sufficient shares available for issuance under the Plan prior to the 2026 amendment and restatement of the Plan to issue the shares of common stock of the Company as provided herein under the Plan as in effect prior to the 2026 amendment and restatement.

NOW, THEREFORE, in consideration of the premises and of the covenants and agreements herein set forth, the parties hereto agree as follows:

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TWIN DISC, INCORPORATED

AMENDED AND RESTATED 2021 OMNIBUS INCENTIVE PLAN

Amended and Restated Effective August 5, 2026

ARTICLE I

PURPOSE AND HISTORY

1.1         Purpose. The purpose of the Twin Disc, Incorporated Amended and Restated 2021 Omnibus Incentive Plan (the “Plan”) is to promote the overall financial objectives of Twin Disc, Incorporated (the “Company”) and its majority owned subsidiaries (“Subsidiaries”) by providing opportunities for officers, key employees, and Consultants of the Company or its Subsidiaries selected to participate in the Plan, as well as directors of the Company who are not employees of the Company (“Non-Employee Directors”) (each a “Participant”), to acquire Common Stock of the Company (“Common Stock”), and to receive Common Stock or cash bonuses upon attainment of specified financial goals of the Company or its Subsidiaries. The Plan gives the Compensation and Human Capital Committee of the Company’s Board of Directors, or such other committee as the Board of Directors shall designate (the “Committee”), the authority and discretion to award stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, cash-settled restricted stock unit awards, performance stock awards, performance stock unit awards, performance unit awards and/or dividend equivalent awards (collectively, “Awards”) to eligible officers, key employees and Consultants of the Company or its Subsidiaries. For purposes of the Plan, "Consultant" means any natural person (or wholly-owned corporate alter ago of a natural person) that performs

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EMPLOYEE LEASING AGREEMENT

This Employee Leasing Agreement (this "Agreement") is entered into as of August 5, 2026, by and between Duos Technologies Group, Inc., a Florida corporation ("Group"), and Sandbank Acosta, LLC, a Florida limited liability company ("Buyer"). Duos Technologies, Inc., a Florida corporation ("Tech"), is the business to which the leased employees will provide services following the closing of the stock transfer transaction between Group and Buyer.

RECITALS

A. Group and Buyer are parties to a Stock Transfer Agreement, dated effective as of June 30, 2026 (the “STA”), pursuant to which Group will transfer to Buyer all of the issued and outstanding shares of Tech. All capitalized terms used herein without definition shall have the meanings ascribed to them in the STA.

B. Group and Buyer desire to establish a temporary arrangement under which certain employees affiliated with Group will be leased or otherwise made available for the benefit of Tech following Closing.

C. The purpose of this Agreement is to facilitate continuity of operations and support continuation of the existing workers' compensation insurance structure through December 31, 2026, subject to policy terms, carrier requirements, and Applicable Law.

D. The parties desire to allocate responsibilities concerning supervision, compensation, payroll, benefits, insurance, and employment-related claims of the Leased Employees in accordance with the terms of this Agreement.

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TRANSITION SERVICES AGREEMENT

This Transition Services Agreement (this "Agreement") is entered into as of August 5, 2026, by and between Duos Technologies Group, Inc., a Florida corporation ("Group"), and Sandbank Acosta LLC, a Florida limited liability company ("Buyer"). Duos Technologies, Inc., a Florida corporation ("Tech"), is the operating company for whose benefit the Services will be provided following the Closing under that certain Stock Transfer Agreement dated effective as of June 30, 2026, by and between Group and Buyer (the "STA").

RECITALS

A. Pursuant to the STA, Buyer is acquiring all of the issued and outstanding equity interests of Tech from Group. All capitalized terms used herein without definition shall have the meanings ascribed to them in the STA.

B. In connection with the transactions contemplated by the STA, Buyer has requested that Group provide certain limited transition services for a temporary post-Closing period.

C. The parties desire to set forth the terms and conditions under which Group will provide such Services.

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein and in the STA, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows.

1.- DEFINITIONS

For purposes of this Agreement, the following terms have the meanings set forth below:

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Certain identified information (as indicated by “[***]”) has been excluded from the exhibit because it both (i) is not material and (ii) is the type that the company treats as private or confidential.

Global Amendment to the Contract Manufacturing Agreement and Exclusive Distribution Agreement

This Global Amendment to the Contract Manufacturing Agreement and Exclusive Distribution Agreement (this “Amendment”), is effective as of August 5, 2026 (the “Effective Date”), and concurrently amends the Contract Manufacturing Agreement with an Effective Date of March 17, 2025 (the “Manufacturing Agreement”) and the Exclusive Distribution Agreement with an Effective Date of January 10, 2024, subsequently amended on April 30, 2024 and March 17, 2025 (the “DistributionAgreement”, and, together with the Manufacturing Agreement, the “Existing Agreements”), each by and between AVITA Medical Americas, LLC (“AVITA Medical”, or under the Manufacturing Agreement, the “Seller”, and under the Distribution Agreement, the “Distributor”) and Stedical Scientific, Inc. (“Stedical”, or under the Manufacturing Agreement the “Buyer”, and under the Distribution Agreement, the “Seller”). AVITA Medical and Stedical are referred to herein individually as “Party”, or collectively as “Parties.”

All capitalized terms used herein and not otherwise defined shall have the definitions ascribed to them in the Existing Agreements.

WHEREAS, the Parties acknowledge that the Existing Agreements are contingent on one another and intended to be read together and;

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SIXTH AMENDMENT TO INDUSTRIAL LEASE

This SIXTH Amendment to Industrial Lease (the “Sixth Amendment”) is made and entered into as of July 31, 2026, by and among GSNTR ATX 1200 BMC DRIVE OWNER LP, a Delaware limited partnership (“Building 1 Owner”), GSNTR ATX 1202 BMC DRIVE OWNER LP, a Delaware limited partnership (“Building 2 Owner”) (Building 1 Owner and Building 2 Owner are collectively referred to herein as “Landlord”), and HYLIION INC., a Delaware corporation (“Tenant”).

RECITALS:

WHEREAS, IGX Brushy Creek, LLC, a Texas limited liability company (“IGX”), and Tenant executed that certain Industrial Lease dated as of February 5, 2018 (the “Original Lease”), as amended by that certain First Amendment to Industrial Lease dated as of December 1, 2020 (the “First Amendment”), that certain Second Amendment to Industrial Lease dated as of June 2, 2021 (the “Second Amendment”), as amended by that certain Third Amendment to Industrial Lease dated as of December 17, 2021 (the “Third Amendment”), that certain Fourth Amendment to the Industrial Lease dated as of November 14, 2023 (the “Fourth Amendment”), and that certain Fifth Amendment to the Industrial Lease dated as of May 22, 2024 (the “Fifth Amendment”), pursuant to which Tenant leases from Landlord certain premises consisting of approximately 26,908 square feet of space located in Suite 100 of Building 1 located at 1200 BMC Drive, Cedar Park, Texas 78613 (the “1200 Space”), and 124,780 square feet of space constituting the entire Building 2 located at 1202 BMC Drive, Cedar Park, Texas 78613 (the “1202 Space”). The Original

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SECOND AMENDMENT TO FLOOR PLAN FACILITY AGREEMENT

    THIS SECOND AMENDMENT TO FLOOR PLAN FACILITY AGREEMENT (this“Amendment”) is made effective as of May 15, 2026 (the “Amendment Date”), among RUMBLEON DEALERS, INC., a Delaware corporation (the “Borrower”), RIDENOW GROUP, INC. (f/k/a RumbleOn, Inc.), a Nevada corporation (“Holdings”), WILLIAM R. COULTER (“Coulter”), MARK A. TKACH (“Tkach” and, together with Coulter, the “Lenders”), and RIDENOW MANAGEMENT LLLP, an Arizona limited liability limited partnership, as Administrative Agent (the “Administrative Agent).

RECITALS

WHEREAS, the Borrower, Holdings, the Lenders and the Administrative Agent are parties to that certain Floor Plan Facility Agreement dated as of December 6, 2024 (the “Floor Plan Facility Agreement”) and that certain First Amendment to Floor Plan Facility Agreement dated as of August 25, 2025 (the “First Amendment”), which collectively, and as amended hereby, constitute the “Amended Floor Plan Facility Agreement”.

WHEREAS, contemporaneously herewith, the Borrower has obtained a conventional flooring line for the purpose of replacing the Floor Plan Facility and Lenders have consented thereto.

NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Lenders, the Administrative Agent, the Borrower and Holdings hereby agree as follows:

AGREEMENTS

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Exhibit 10.9*

Neuronetics, Inc.

2026 Equity Incentive Plan

Adopted by the Board of Directors: March 18, 2026

Approved by the Stockholders: May 28, 2026

1.General.

(a)Successor to and Continuation of Prior Plan. This 2026 Equity Incentive Plan (the “Plan”) is intended as the successor to and continuation of the Company’s 2018 Equity Incentive Plan (the “Prior Plan”). From and after 12:01 a.m. Eastern Time on the date the Plan is approved by the Company’s stockholders (the “Stockholders”; such time and date, the “Stockholder Approval Date”), no additional awards will be granted under the Prior Plan. All awards granted on or after the Stockholder Approval Date will be granted under the Plan. All awards granted under the Prior Plan will remain subject to the terms of the Prior Plan. All awards granted under the Company’s Amended and Restated 2003 Stock Incentive Plan will remain subject to the terms of that plan.

(i)Any shares that would otherwise remain available for future grants under the Prior Plan as of the Stockholder Approval Date (the “Prior Plan’s Available Reserve”) will cease to be available under the Prior Plan as of the Stockholder Approval Date. Instead, that number of shares of Common Stock equal to the Prior Plan’s Available Reserve will be added to the Share Reserve (as further described in Section 3(a) below) and will be immediately available for grants and issuance pursuant to Stock Awards, up to the maximum number set forth in Section 3(a) below.

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PLACEMENT AGENT AGREEMENT

August 5, 2026

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PERSONAL AND CONFIDENTIAL

Ryan Zeek, Chief Financial Officer

Boxlight Corporation

2750 Premiere Parkway, Ste. 900
Duluth, Georgia 30097

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	Re:	Boxlight | PIPE Offering | Placement Agent Agreement

Dear Mr. Zeek:

The purpose of this placement agent agreement (this “Agreement”) is to outline our agreement pursuant to which RBW Capital Partners LLC and Dawson James Securities, Inc., as the placement agent (collectively, the “Placement Agent”) will act as the placement agent on a “best efforts” basis in connection with the proposed PIPE offering (the “Placement”) by Boxlight Corporation (collectively, with its subsidiaries and affiliates, the “Company”) of shares of the Company’s Series D Convertible Preferred Stock (the “Preferred Stock”), which are convertible into shares of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”). The shares of Class A Common Stock issuable upon conversion of the Preferred Stock are referred to herein as the “Conversion Shares”, and the Preferred Stock and the Conversion Shares are referred to herein, collectively, as the “Securities”. This Agreement sets forth certain conditions and assumptions upon which the Placement is premised. The Company expressly acknowledges and agrees that Placement Agent’s

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NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE 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. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

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PRE-FUNDED WARRANT TO PURCHASE CLASS A COMMON STOCK

BOXLIGHT CORPORATION

Warrant Shares:	Initial Exercise Date: August 5, 2026
	Issuance Date: August 5, 2026

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EQUITY PURCHASE AGREEMENT

THIS EQUITY PURCHASE AGREEMENT (this “Agreement”) is entered into as of August 5, 2026 (the “Execution Date”), by and between Boxlight Corporation, a Nevada corporation (the “Company”), and [ ], a Nevada limited liability company (the “Investor”).

RECITALS

WHEREAS, the parties desire that, upon the terms and subject to the conditions contained herein, the Company shall issue and sell to the Investor, from time to time as provided herein, and the Investor shall purchase from the Company up to Fifteen Million U.S. Dollars (US$15,000,000.00) of the Company’s Class A Common Stock (as defined below);

NOW, THEREFORE, in consideration of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Company and the Investor hereby agree as follows:

ARTICLE I

CERTAIN DEFINITIONS

Section 1.1 RECITALS. The parties acknowledge and agree that the recitals set forth above are true and correct and are hereby incorporated in and made a part of this Agreement.

Section 1.2 DEFINED TERMS. As used in this Agreement, the following terms shall have the following meanings specified or indicated (such meanings to be equally applicable to both the singular and plural forms of the terms defined):

“Affiliate” means any Person that, directly or indirectly through one or more intermediaries, controls or is controlled by or is under common control with a Person, as such terms are used in and construed under Rule 405 under the Securities Act.

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EQUITY PURCHASE AGREEMENT

THIS EQUITY PURCHASE AGREEMENT (this “Agreement”) is entered into as of August 5, 2026 (the “Execution Date”), by and between Boxlight Corporation, a Nevada corporation (the “Company”), and [    ] (the “Investor”).

RECITALS

WHEREAS, the parties desire that, upon the terms and subject to the conditions contained herein, the Company shall issue and sell to the Investor, from time to time as provided herein, and the Investor shall purchase from the Company up to Fifteen Million U.S. Dollars (US$15,000,000.00) of the Company’s Class A Common Stock (as defined below);

NOW, THEREFORE, in consideration of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Company and the Investor hereby agree as follows:

ARTICLE I

CERTAIN DEFINITIONS

Section 1.1 RECITALS. The parties acknowledge and agree that the recitals set forth above are true and correct and are hereby incorporated in and made a part of this Agreement.

Section 1.2 DEFINED TERMS. As used in this Agreement, the following terms shall have the following meanings specified or indicated (such meanings to be equally applicable to both the singular and plural forms of the terms defined):

“Affiliate” means any Person that, directly or indirectly through one or more intermediaries, controls or is controlled by or is under common control with a Person, as such terms are used in and construed under Rule 405 under the Securities Act.

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