Browse EX-10 agreements

April 30, 2026

PERSONAL AND CONFIDENTIAL

Elisabet de los Pinos

Re: Separation Agreement

Dear Ms. de los Pinos:

This letter confirms the termination of your employment with Aura Biosciences, Inc. (the “Company”), effective April 30, 2026 (the “Separation Date”).

If you enter into, do not revoke, and comply with this separation agreement (the “Release Agreement”), the Company will provide you with the opportunity to receive the severance benefits outlined in this Release Agreement, which you agree shall supersede the severance benefits set forth in your Offer of

Employment dated January 22, 2010 (the “Offer Letter”), the Employment Agreement dated January 1, 2015, as amended on October 13, 2017 (the “Employment Agreement”), and the Company’s Executive Severance Plan (including your Participation Agreement thereunder, the “Severance Plan”). You and the Company agree that all notice provisions in Section 9 of the Employment Agreement have been fully satisfied.

With those understandings and regardless of whether you enter into the Release Agreement, the following bulleted terms and conditions apply in connection with the ending of your employment:

•

The Company shall pay you salary, any accrued but unused vacation, and unpaid and properly documented business expenses accrued to you through the Separation Date.

•

…

May 1, 2026

PERSONAL AND CONFIDENTIAL

Elisabet de los Pinos

Re: Amended & Restated Consulting Agreement

Dear Ms. de los Pinos:

In connection with the termination of your employment with Aura Biosciences, Inc. (the “Company”) effective on April 30, 2026 (the “Termination Date”), you and the Company entered into that certain Consulting Agreement dated as of April 30, 2026 (the “Prior Agreement”). The Company and you now desire to amend, restate, and supersede the Prior Agreement in its entirety. Accordingly, the terms set forth below shall constitute the amended and restated consulting agreement between you and the Company (this “Consulting Agreement”), which, upon execution by both parties, shall amend, restate, and supersede the Prior Agreement in its entirety. Now, therefore, in consideration of the agreements and obligations set forth herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, you and Company hereby agree as follows:

1.

…

April 29, 2026

Natalie Holles
Email: [***]

Re: Offer of Employment

Dear Natalie,

Following up on our discussions, the following represents our offer regarding your employment by Aura Biosciences, Inc. (the “Company”) as a full-time, “at will” employee. This letter agreement is referred to herein as this “Agreement”. This offer and the terms of your employment with the Company (including compensation, benefits and equity awards) are subject to and conditioned upon the approval of the Company’s Board of Directors (the “Board”) in all respects.

Your title and position will be Chief Executive Officer and President and will report to the Board. Subject to the approval of the Board, you will also serve as a director of the Company. As a full-time employee of the Company, you will be expected to devote your full-time business time and energies to the business and affairs of the Company, provided that you may engage in civic and charitable activities and serve as a director on the boards of directors of up to two companies (in addition to the Company), provided such activities do not, individually or collectively, interfere with the performance of your duties hereunder or otherwise conflict with or violate the terms of this Agreement, any other agreement between you and the Company or the Company’s Code of Business Conduct and Ethics as determined by the Board.

1.

…

TANGO THERAPEUTICS, INC.

AMENDED AND RESTATED

NON-EMPLOYEE DIRECTOR COMPENSATION POLICY

The purpose of this Non-Employee Director Compensation Policy (the “Policy”) of Tango Therapeutics, Inc. (the “Company”) is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not employees or officers of the Company or its subsidiaries (“Outside Directors”). In furtherance of the purpose stated above, all Outside Directors shall be paid compensation for services provided to the Company as set forth below:

Cash Retainers

Annual Retainer for Board Membership:$45,000 for general availability and participation in meetings and conference calls of our Board of Directors, to be paid quarterly in arrears, pro-rated based on the number of actual days served by the director during such calendar quarter. No additional compensation will be paid for attending individual meetings of the Board of Directors.

Additional Annual Retainer for Non-Executive Chair:$35,000

Additional Annual Retainer for Lead Independent Director:$30,000

Additional Annual Retainers for Committee Membership:

Audit Committee Chair: $20,000

Audit Committee member: $10,000

Compensation Committee Chair: $15,000

Compensation Committee member: $7,500

Nominating and Corporate Governance Committee Chair: $10,000

Nominating and Corporate Governance Committee member: $5,000

…

August 7, 2026

Daniel Vitt

Email: daniel.vitt@me.com

Re: Separation Agreement

Dear Daniel:

This letter sets forth the terms of the separation agreement (the “Agreement”) which you, Immunic, Inc., a Delaware corporation (the “Company”), and Immunic AG, wholly-owned subsidiary of the Company (the “Company Subsidiary”), have agreed in the context of your employment transition.

1.  Separation Date. Subject to the terms and conditions of this Agreement, your employment with the Company will continue through August 7, 2026, which will become your employment termination date (the “Separation Date”).

2.  Title. Your title will be changed on the date of this Agreement to Founder and Chair of the Company’s Scientific Advisory Board (the “SAB”). As of the date of this Agreement, you will report to the Chief Executive Officer of the Company (the “CEO”).

3.  Service Agreement with the Company Subsidiary. On or prior to the Separation Date, you will enter into an agreement (the “AG Termination Agreement”) with the Company Subsidiary pursuant to which you will cease to be a member of the Executive Board of the Company Subsidiary as of the Separation Date, and your Service Agreement, dated December 18, 2023, with the Company Subsidiary (the “Service Agreement”), will terminate without any ongoing obligations.

…

Reference is made to that certain Credit Agreement and Guaranty, dated as of April 19, 2022, by and among BioXcel Therapeutics, Inc., the lenders party thereto and Oaktree Fund Administration, LLC, as administrative agent, as amended, restated, supplemented or otherwise modified from time to time (the “Credit Agreement”) and that certain Security Agreement, dated April 19, 2022 by and among BioXcel Therapeutics, Inc., the Guarantors party thereto and Oaktree Fund Administration, LLC, as administrative agent (the “Security Agreement”). Capitalized terms used in this email and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement or Security Agreement, as applicable.

Each of the Lenders hereby agree to amend and restate Section 4(a) of the Eleventh Amendment in its entirety as set forth below, effective as of the date hereof:

…

AMENDMENT TO

SECURED CONVERTIBLE NOTES,

PRE-FUNDED COMMON STOCK PURCHASE WARRANTS, AND

AMENDED AND RESTATED SHARED SERVICES AGREEMENT

This AMENDMENT TO SECURED CONVERTIBLE NOTES, PRE-FUNDED COMMON STOCK PURCHASE WARRANTS, AND AMENDED AND RESTATED SHARED SERVICES AGREEMENT (this “Amendment”) is entered into as of August 10, 2026 and shall be effective as of October 10, 2026 (the “Amendment Effective Date”), by and amongRYTHM, Inc., a Nevada corporation (the “Company”), RSLGH, LLC, a Delaware limited liability company (“RSLGH”), and Vision Management Services, LLC, a Delaware limited liability company (“VMS”), with reference to the following facts:

RECITALS

A.

On November 5, 2024, the Company issued to RSLGH a Secured Convertible Note with an original principal amount of $10.0 million, which was amended by Amendment No. 1 on May 8, 2025 and by Amendment No. 2 on August 25, 2025 (as amended, the “November 2024 Note”).

B.

On November 5, 2024, RSLGH acquired pre-funded warrants (the “November 2024 Acquired Warrants”) to purchase an aggregate of up to 6,169,702 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) from a prior holder of such warrants.

C.

…

AMENDMENT TO

SECURED CONVERTIBLE NOTES,

PRE-FUNDED COMMON STOCK PURCHASE WARRANTS, AND

AMENDED AND RESTATED SHARED SERVICES AGREEMENT

This AMENDMENT TO SECURED CONVERTIBLE NOTES, PRE-FUNDED COMMON STOCK PURCHASE WARRANTS, AND AMENDED AND RESTATED SHARED SERVICES AGREEMENT (this “Amendment”) is entered into as of August 10, 2026 and shall be effective as of October 10, 2026 (the “Amendment Effective Date”), by and among RYTHM, Inc., a Nevada corporation (the “Company”), RSLGH, LLC, a Delaware limited liability company (“RSLGH”), and Vision Management Services, LLC, a Delaware limited liability company (“VMS”), with reference to the following facts:

RECITALS

A.  On November 5, 2024, the Company issued to RSLGH a Secured Convertible Note with an original principal amount of $10.0 million, which was amended by Amendment No. 1 on May 8, 2025 and by Amendment No. 2 on August 25, 2025 (as amended, the “November 2024 Note”).

B.  On November 5, 2024, RSLGH acquired pre-funded warrants (the “November 2024 Acquired Warrants”) to purchase an aggregate of up to 6,169,702 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) from a prior holder of such warrants.

…

US_ACTIVE\127388755\V-1 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is dated July 22, 2024 and effective as of July 9, 2024 (the “Effective Date”), by and between IMMUNIC, INC., a Delaware corporation (the “Company”), and Jason Tardio (the “Employee”). WHEREAS, the Company has appointed the Employee to be an officer of the Company effective as of July 9, 2024; WHEREAS, the Employee will begin to serve pursuant to the terms of this Agreement on July 12, 2024; WHEREAS, the Company desires that the Employee joins the Company to serve in the capacity of Chief Operating Officer and President of the Company, and the Employee has agreed to serve in such position in accordance with the terms and conditions of this Agreement; NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, and for other valuable consideration, the Company and the Employee hereby agree as follows: 1. Certain Definitions. The following terms, as used herein, have the following meanings: (a) “Cause” means one or more of the following: (i) the Employee’s willful failure to perform his duties hereunder or the lawful directives of the Company’s Board of Directors or nominees thereof (other than as a result of illness or injury), (ii) the conviction of, or plea of nolo contendere by, the Employee to, a felony or a crime involving moral turpitude, (iii) the Employee’s commission of any willful acts of personal dishonesty in connection with his responsibilities as an employee of the Company that could reasonably be expected to materially impair or damage the

…

CUSIP Numbers:Deal: 14149MAQ7Revolver: 14149MAR5

CREDIT AGREEMENT

dated as of August 7, 2026

among

CARDINAL HEALTH, INC.,

as the Company,

THE SUBSIDIARY BORROWERS PARTY HERETO,

THE LENDERS PARTY HERETO,

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as the Administrative Agent, the Swingline Lender and an LC Issuer

and

THE OTHER LC ISSUERS PARTY HERETO

BANK OF AMERICA, N.A.,

as Syndication Agent

GOLDMAN SACHS BANK USA,

JPMORGAN CHASE BANK, N.A.,

BARCLAYS BANK PLC,

DEUTSCHE BANK AG NEW YORK BRANCH,

HSBC BANK USA, NATIONAL ASSOCIATION,

PNC BANK, NATIONAL ASSOCIATION

and

THE BANK OF NOVA SCOTIA,

as Documentation Agents

WELLS FARGO SECURITIES, LLC,

BOFA SECURITIES, INC.,

GOLDMAN SACHS BANK USA

and

JPMORGAN CHASE BANK, N.A.,

as Joint Lead Arrangers and Joint Bookrunners

15286217v3

---

TABLE OF CONTENTS

Page

1.1Definitions1

1.2Other Definitions and Provisions30

1.3References to Agreement and Laws30

…

AMPCO-PITTSBURGH CORPORATION

NON-EMPLOYEE DIRECTOR COMPENSATION POLICY

Adopted by the Board of Directors on May 1, 2022, upon recommendation of the Compensation Committee, and last amended on May 8, 2026

Non-employee independent members of the board of directors (the “Board”) of Ampco-Pittsburgh Corporation, a Pennsylvania corporation (the “Company”) shall be eligible to receive cash and equity compensation as set forth in this Non-Employee Director Compensation Policy (this “Policy”). The cash and equity compensation described in this Policy shall be paid or be made, as applicable, automatically and without further action of the Board, to each member of the Board who (a) is not an employee of the Company or any parent or subsidiary of the Company (each, a “Non-Employee Director”) who may be eligible to receive such cash or equity compensation, unless such Non-Employee Director declines the receipt of such cash or equity compensation by written notice to the Company. This Policy shall become effective on May 1, 2022(the “Effective Date”) and shall remain in effect until it is revised or rescinded by further action of the Board. This Policy may be amended, modified or terminated by the Board at any time in its sole discretion. 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.

1.

…

May 9, 2025

Ms. Rehka Singh

Dear Rehka,

We are thrilled to extend you an offer to join Aura Sub, LLC (“Aura” or “the Company”). All the details you’ll need are below. If you have any questions at all, don’t hesitate to ask.

Offer Details:

Job Title: Chief Technology Officer

Reporting To: Hari Ravichandran, CEO

Annual Base Salary: $500,000, less applicable withholdings and deductions

Annual Target Bonus: $250,000, less applicable withholdings and deductions

Equity: 500,000 Stock Options

Start Date: June 16, 2025

Employment Type: Full Time

FLSA Status: Exempt - as a salaried exempt employee, you are not eligible for overtime pay.

Office Location: Boston

You will be eligible to participate in an annual bonus plan (“Bonus Plan”) pursuant to its terms as determined by the Company from time to time. The Company will review its performance and your individual performance to determine your eligibility for a bonus under such plan, if any (“Bonus”). Your annual target Bonus opportunity as a percentage of your base pay is 50%; your manager will discuss the details of the Bonus Plan with you following your start date. Any Bonus (and its amount, if a Bonus is paid) and other terms of your participation in any such bonus plan are fully discretionary. Executive management reserves the right to terminate or modify its bonus plans at any time in its sole discretion. If your start date is on or before September 30 of the current calendar year, your Bonus will be prorated for the year you were employed at the Company in a Bonus eligible position. If your start date is after

…