EX-10.1
BWX Technologies, Inc.
EXHIBIT 10.1
BWX TECHNOLOGIES, INC.
ANNUAL INCENTIVE PLAN
AMENDED & RESTATED AS OF MAY 1, 2026
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18,569 total material contract exhibits.
BWX Technologies, Inc.
EXHIBIT 10.1
BWX TECHNOLOGIES, INC.
ANNUAL INCENTIVE PLAN
AMENDED & RESTATED AS OF MAY 1, 2026
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Knife River Corp
KNIFE RIVER CORPORATION DIRECTOR COMPENSATION POLICY This Director Compensation Policy (the “Policy”) was adopted by the Board of Directors (the “Board”) of Knife River Corporation (the “Company”) on May 20, 2026, and is effective as of June 1, 2026. Each member of the Board who is not an employee of the Company or any of its subsidiaries (a “Director”) shall receive compensation made up of annual cash retainers and a restricted stock unit (“RSU”) award for shares of the Company’s common stock (“Common Stock”), as set forth in this policy. Cash Compensation Annual Cash Retainers Base Retainer $110,000 Additional Retainers: Non-Executive Chair of the Board $125,000 Chair of Audit Committee $25,000 Chair of Compensation Committee $20,000 Chair of Nominating and Governance Committee $15,000 Such cash retainers shall be paid in monthly installments. The Knife River Corporation Deferred Compensation Plan for Directors (the “Plan”) permits a Director to defer all or any portion of the annual cash retainers. The amount deferred is recorded in each participant's deferred compensation account
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Integer Holdings Corp
Integer Holdings Corporation
May [●], 2026
Payman Khales
RE: Retention Bonus
Dear Payman:
As you are aware, on April 30, 2026, Integer Holdings Corporation announced a strategic review to maximize stockholder value (the “Strategic Review”). In connection with the Strategic Review, and in light of your critical importance to us, we are pleased to provide you with a one-time special retention bonus (the “Retention Bonus”) in accordance with this letter agreement.
The aggregate amount of the Retention Bonus is $[●]. 50% of the Retention Bonus will vest and be paid to you on December 31, 2026 (or, if earlier, upon the closing of a Change in Control (as defined in our 2026 Omnibus Incentive Plan)), and 50% of the Retention Bonus will vest and be paid to you upon the closing of a Change in Control, in each case, as long as you continue to be employed by us through the applicable vesting date. If your employment terminates for any reason, any unvested portion of the Retention Bonus will be forfeited for no consideration.
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Integer Holdings Corp
June 26, 2026
Jim Stephens
Dear Jim,
As we have discussed, you will transition to the role of Executive Vice President, Special Projects, with a focus on activities related to the Company’s new operating model and ensuring a seamless transition. In this position, you will continue reporting directly to Payman Khales, President and Chief Executive Officer, and will continue to be a member of the Company’s Executive Leadership Team.
The general terms of your employment offer are described below. The terms of this offer are subject to the approval by Integer’s Compensation and Organization Committee of the Board of Directors.
•You will begin your new role, effective June 29, 2026. The role will end on March 31, 2027 (or such earlier date as your employment is terminated by you or Integer).
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Integer Holdings Corp
June 26, 2026
Andrew Senn
Dear Andrew,
As we’ve discussed, we are very pleased to offer you the position of President, Growth and Innovation, working from our Plymouth location. The duties of this role include company-wide responsibility for R&D, Commercial, Marketing, and Corporate Development. In this position, you will be reporting directly to Payman Khales, President and Chief Executive Officer. In this role, you will be a member of the Company’s Executive Leadership Team. Your targeted start date in this new role will be June 29, 2026. The general terms of your employment offer are described below. The terms of this offer are subject to the approval by Integer’s Compensation and Organization Committee of the Board of Directors.
You agree to the best of your ability and experience that you will, at all times, loyally and conscientiously perform all of the duties and obligations required of the position, which shall be consistent with those customarily performed by the President, Growth and Innovation and will abide fully with the Company’s Code of Ethics.
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Integer Holdings Corp
INTEGER HOLDINGS CORPORATION
AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT
This AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT is by and between Integer Holdings Corporation, a Delaware corporation (“Integer”), and _________________ (the “Executive”), and dated as of the ______ day of _____ 2026.
The Board of Directors of Integer (the “Board’’) has determined that it is in the best interests of Integer and its stockholders to assure that the Company (as defined below) will have the continued dedication of the Executive, notwithstanding the possibility, threat or occurrence of a Change of Control (as defined below). The Board believes it is imperative to (1) diminish the inevitable distraction of the Executive by virtue of the personal uncertainties and risks created by a pending or threatened Change of Control; (2) encourage the Executive’s full attention and dedication to the Company currently and in the event of any threatened or pending Change of Control; and (3) to enable the Executive, without being influenced by the uncertainties of the Execu
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Integer Holdings Corp
INTEGER HOLDINGS CORPORATION
2026 OMNIBUS INCENTIVE PLAN
RSU AGREEMENT FOR U.S. PARTICIPANTS (TIME-BASED VESTING)
The Participant has been granted an Award (the “Award”) of Restricted Stock Units (“RSUs”) pursuant to the Integer Holdings Corporation 2026 Omnibus Incentive Plan (as it may be amended from time to time, the “Plan”), and this RSU Agreement (this “Agreement”), dated as indicated in Appendix A(the “Grant Date”). Except as otherwise indicated, any capitalized term used but not defined herein shall have the meaning set forth in the Plan.
1.Issuance of Shares. Each RSU shall represent the right to receive one Share upon the vesting of such RSU, as determined in accordance with and subject to the terms of this Agreement and the Plan. The number of RSUs is set forth in Appendix A.
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Integer Holdings Corp
INTEGER HOLDINGS CORPORATION 2026 OMNIBUS INCENTIVE PLAN
RSU AGREEMENT FOR U.S. PARTICIPANTS (PERFORMANCE-BASED VESTING)
The Participant has been granted an Award (the “Award”) of Performance-Based Restricted Stock Units (“PSUs”) pursuant to the Integer Holdings Corporation 2026 Omnibus Incentive Plan (as it may be amended from time to time, the “Plan”), and this PSU Agreement (this “Agreement”), dated as indicated in Appendix A(the “Grant Date”). Except as otherwise indicated, any capitalized term used but not defined herein shall have the meaning set forth in the Plan.
1.Issuance of Shares. Each PSU shall represent the right to receive one Share upon the vesting of such PSU, as determined in accordance with and subject to the terms of this Agreement and the Plan. The target number of PSUs is set forth in Appendix A.
2.Vesting Date; Vesting Conditions; Holding Period.
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Integer Holdings Corp
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT, entered into by and between Integer Holdings Corporation, a Delaware corporation with its principal place of business located at 5830 Granite Parkway, Suite 1150, Plano Texas (the “Company”), and Payman Khales (“Executive”), is dated as of July 27, 2026 (the “Agreement”).
Executive is currently party to an Employment Agreement with the Company, dated as of October 23, 2025, and as amended on May 21, 2026 (the “Prior Agreement”). Effective as of the date hereof (the “Effective Date”), Executive and the Company desire to amend and restate the Prior Agreement on the terms and conditions set forth in this Agreement. On and after the Effective Date, the Company will continue to employ Executive pursuant to the terms and conditions, and for the consideration, set forth in this Agreement, and Executive will continue to be employed by the Company on such terms and conditions and for such consideration.
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Integer Holdings Corp
Integer Holdings Corporation
May [●], 2026
[Full Name]
RE: Retention Bonus
Dear [First Name]:
As you are aware, on April 30, 2026, Integer Holdings Corporation announced a strategic review to maximize stockholder value (the “Strategic Review”). In connection with the Strategic Review, and in light of your critical importance to us, we are pleased to provide you with a one-time special retention bonus (the “Retention Bonus”) in accordance with this letter agreement.
The aggregate amount of the Retention Bonus is $[●]. 50% of the Retention Bonus will vest and be paid to you on December 31, 2026 (or, if earlier, upon the closing of a Change in Control (as defined in our 2026 Omnibus Incentive Plan)), and 50% of the Retention Bonus will vest and be paid to you upon the closing of a Change in Control, in each case, as long as you continue to be employed by us through the applicable vesting date. If your employment terminates for any reason, any unvested portion of the Retention Bonus will be forfeited for no consideration.
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Integer Holdings Corp
INTEGER HOLDINGS CORPORATION
2026 OMNIBUS INCENTIVE PLAN
RSU AGREEMENT FOR NON-EMPLOYEE DIRECTORS
The Participant has been granted an Award (the “Award”) of Restricted Stock Units (“RSUs”) pursuant to the Integer Holdings Corporation 2026 Omnibus Incentive Plan (as it may be amended from time to time, the “Plan”), and this RSU Agreement (this “Agreement”), dated as indicated in Appendix A(the “Grant Date”). Except as otherwise indicated, any capitalized term used but not defined herein shall have the meaning set forth in the Plan.
1.Issuance of Shares. Each RSU shall represent the right to receive one Share upon the vesting of such RSU, as determined in accordance with and subject to the terms of this Agreement and the Plan. The number of RSUs is set forth in Appendix A.
2.Vesting Dates.Subject to Section 3, the Award shall vest on the dates set forth in Appendix A. For purposes of this Agreement, “Vesting Date” means each applicable vesting date set forth in Appendix Aor, if earlier, an accelerated vesting date upon Termination of Service in accordance with Section 3.
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BED BATH & BEYOND, INC.
US-DOCS\169848169.3 04-27-2026 076745-0006 1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of April 28, 2026, by and between Brian LaRose (“Employee”) and Bed Bath & Beyond, Inc., a Delaware corporation (“Bed Bath & Beyond,” and, together with any of the Affiliates of Bed Bath & Beyond as may employ Employee from time to time, and any successor(s) thereto, the “Company”). RECITALS WHEREAS, commencing on the Effective Date (as defined below), the Company desires to employ Employee as its Chief Financial Officer pursuant to the terms set forth in this Agreement, and Employee desires to be employed by Company pursuant to the terms and conditions of this Agreement. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Employment. The Company agrees to employ Employee as the Company’s Chief Financial Officer on the terms and conditions set forth in this Agreement, and Employee agrees to accept such employment and agrees to perform the services and duties for
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