Browse EX-10 agreements

VOTING AGREEMENT

This VOTING AGREEMENT, dated as of July 27, 2026 (this “Agreement”), is made and entered into by and among Vireo Growth Inc., a British Columbia corporation (“Parent”), and the undersigned stockholders (each, a “Stockholder” and, collectively, the “Stockholders”) of Planet 13 Holdings Inc., a Nevada corporation (the “Company”).

W I T N E S S E T H

WHEREAS, concurrently with the execution of this Agreement, Parent, the Company, and Supernova Merger Sub Inc., a Nevada corporation and a wholly owned subsidiary of Parent (“Merger Sub”), are entering into an Agreement and Plan of Merger, dated July 27, 2026 (as amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), pursuant to which, subject to the terms and conditions thereof, among other things, Merger Sub shall be merged with and into the Company, whereupon the separate existence of Merger Sub shall cease, and the Company shall continue as the surviving corporation and a direct or indirect wholly owned Subsidiary of Parent (the “Merger”), and each of the Compa

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LOCK-UP AGREEMENT

July 27, 2026

Vireo Growth Inc.

Ladies and Gentlemen:

The undersigned signatory of this lock-up agreement (this “Lock-Up Agreement”) understands that Vireo Growth Inc., a British Columbia corporation (“Parent”), has entered into an Agreement and Plan of Merger, dated as of July 27, 2026 (as the same may be amended from time to time, the “Merger Agreement”), by and among Parent, Supernova Merger Sub Inc.,** **a Nevada corporation and a wholly owned subsidiary of Parent, and Planet 13 Holdings Inc., a Nevada corporation (the “Company”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.

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VOTING AGREEMENT

This VOTING AGREEMENT, dated as of July 27, 2026 (this “Agreement”), is made and entered into by and among Vireo Growth Inc., a British Columbia corporation (“Parent”), and the undersigned stockholders (each, a “Stockholder” and, collectively, the “Stockholders”) of Planet 13 Holdings Inc., a Nevada corporation (the “Company”).

W I T N E S S E T H

WHEREAS, concurrently with the execution of this Agreement, Parent, the Company, and Supernova Merger Sub Inc., a Nevada corporation and a wholly owned subsidiary of Parent (“Merger Sub”), are entering into an Agreement and Plan of Merger, dated July 27, 2026 (as amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), pursuant to which, subject to the terms and conditions thereof, among other things, Merger Sub shall be merged with and into the Company, whereupon the separate existence of Merger Sub shall cease, and the Company shall continue as the surviving corporation and a direct or indirect wholly owned Subsidiary of Parent (the “Merger”), and each of the Compa

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EMPLOYMENT TRANSITION AND RELEASE AGREEMENT

This Employment Transition and Release Agreement (the “Agreement”) is entered into by and between Lindsey Christen (“Employee”), Camping World Holdings, Inc., a Delaware corporation (“Camping World”) and CWGS Enterprises, LLC, a Delaware limited liability company (the “Partnership” and, together with Camping World and any of the Affiliates of Camping World and the Partnership as may employ Employee from time to time, and any successor(s) thereto, the “Company”), effective as of the Effective Date (as defined below).

Recitals

WHEREAS, Employee is a party to that certain Second Amended and Restated Employment Agreement, effective as of January 1, 2026, with the Company (the “Employment Agreement”);

WHEREAS, Employee shall cease serving as the Company’s Chief Administrative and Legal Officer and Secretary as of September 1, 2026 (the “Transition Date”); and

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AMENDMENT TO EMPLOYMENT AGREEMENT AND RELEASE

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THIS AMENDMENT TO EMPLOYMENT AGREEMENT AND RELEASE (hereinafter this “Amendment”) is entered into effective as of May 18, 2026 (the “Effective Date”), among Marcus Lemonis ( “Employee”), Camping World Holdings, Inc., a Delaware corporation (“Camping World”), and CWGS Enterprises, LLC, a Delaware limited liability company (the “Partnership” and, together with Camping World and any of the affiliates of Camping World and the Partnership as may employ Employee from time to time, and any successor(s) thereto, the “Company”). Capitalized terms not otherwise defined herein shall have their respective meanings set forth in the Second Amended and Restated Employment Agreement, by and between Marcus Lemonis, Camping World Holdings, Inc. and CWGS Enterprises, LLC, dated as of December 7, 2025 and effective as of January 1, 2026 (the “Employment Agreement”).

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RECITALS

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WHEREAS, Employee is employed as the Company’s Co-Founder and Special Advisor pursuant to the Employment Agreement.

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EXECUTION VERSION

FIRST AMENDMENT dated as of June 8, 2026 (this “Agreement”), among AMAZON.COM, INC., a Delaware corporation (the “Borrower”), each LENDER party hereto and CITIBANK, N.A., as Administrative Agent.

WHEREAS, reference is made to the 364-Day Revolving Credit Agreement dated as of October 29, 2025 (the “Existing Credit Agreement”), among the Borrower, each Lender from time to time party thereto and Citibank, N.A., as Administrative Agent.

WHEREAS, subject to the terms and conditions set forth below, the Borrower has requested, and the Administrative Agent and the Lenders party hereto have agreed, to amend the Existing Credit Agreement on the terms set forth herein (the Existing Credit Agreement, as so amended, is referred to as the “Amended Credit Agreement”).

NOW, THEREFORE, in consideration of the premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

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EXECUTION VERSION

FIRST AMENDMENT dated as of June 8, 2026 (this “Agreement”), among AMAZON.COM, INC., a Delaware corporation (the “Company”), each LENDER party hereto and CITIBANK, N.A., as Administrative Agent.

WHEREAS, reference is made to the Five-Year Revolving Credit Agreement dated as of November 1, 2023 (the “Existing Credit Agreement”), among the Company, certain Subsidiaries of the Company from time to time party thereto, each Lender from time to time party thereto and Citibank, N.A., as Administrative Agent.

WHEREAS, subject to the terms and conditions set forth below, the Company has requested, and the Administrative Agent and the Lenders party hereto have agreed, to amend the Existing Credit Agreement on the terms set forth herein (the Existing Credit Agreement, as so amended, is referred to as the “Amended Credit Agreement”).

NOW, THEREFORE, in consideration of the premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

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TRANSITION AGREEMENT

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This Transition Agreement (the “Agreement”) is entered into by and between Ward N. Lyke, Jr. (hereinafter referred to as “You”) and J.W. Mays, Inc. (“J.W. Mays” or the “Company”) (collectively, “the parties”).

	1.	Recitals.

WHEREAS, the Company and You entered into an Employment Agreement, dated August 1, 2023 (the “Employment Agreement”), providing for a three-year term of employment commencing August 1, 2023 and ending July 31, 2026;

WHEREAS, during the term of the Employment Agreement, You communicated to the Company that You intended to resign on or around the expiration of the Employment Agreement;

WHEREAS, at the Company’s request, You agreed to continue your employment beyond July 31, 2026 for a limited period to assist with the orderly transition of your duties and responsibilities;

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Upbound Group, Inc.
Form of Performance Stock Unit
Award Agreement (PSU)

THIS AWARD AGREEMENT, made as of the [Grant Date:Month Date, Year], between Upbound Group, Inc. (the “Company”) and [Participant Name:First Name Last Name] (the “Employee”), pursuant to the Upbound Group, Inc. 2026 Long-Term Incentive Plan (the “Plan”). Capitalized terms that are used but not defined in this Award Agreement have the meaning as set forth in the Plan.

1. Company Stock Award. Subject to the vesting and other terms and conditions set forth in this Award Agreement, the Company hereby grants to the Employee the right to receive [Granted:Shares Granted] performance stock units (“PSUs”). Each PSU, if earned, entitles the Employee to receive one (1) share of Common Stock (each, a “Share”), subject to the terms and conditions of this Award Agreement and the Plan.

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**SUBORDINATED NOTE PURCHASE AGREEMENT **

This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of July 30, 2026, and is made by and among Hanmi Financial Corporation, a Delaware corporation (“Company”), and the several purchasers of the Subordinated Notes (as defined herein) identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).

***RECITALS ***

WHEREAS, Company is offering up to $55,000,000 in aggregate principal amount of Subordinated Notes (as defined herein), which aggregate amount is intended to qualify as Tier 2 Capital (as defined herein).

**WHEREAS, **Company has engaged D.A. Davidson & Co. as its exclusive placement agent (the “Placement Agent”) for the offering of the Subordinated Notes.

**WHEREAS, **each of the Purchasers is an institutional “accredited investor” as such term is defined by Rule 501 of Regulation D (“Regulation D”) promulgated under the Securities Act of 1933, as amended (the “Securities Act”) or a QIB (as defined herein).

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Execution Version

Sub-Adviser Expense Reimbursement Limitation Agreement

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Reference is made to the Interim Investment Sub-Advisory Agreement (such agreement or the most recent successor agreement between the parties thereto relating to sub-advisory services to the Trust (as defined below) being referred to herein as the “Sub-Advisory Agreement”), dated as of July 30, 2026 (the “Effective Date”) among XAI Floating Rate & Alternative Income Trust, a Delaware statutory trust (the “Trust”), XA Investments LLC, a Delaware limited liability company (the “Adviser”), and Rockford Tower Asset Management, L.L.C.*, *a Delaware limited liability company (the “Sub-Adviser”).

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Execution Version

INTERIM INVESTMENT SUB-ADVISORY AGREEMENT

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INTERIM INVESTMENT SUB-ADVISORY AGREEMENT (the “Agreement”), dated as of July 30, 2026 (the “Effective Date”) among XAI Floating Rate & Alternative Income Trust, a Delaware statutory trust (the “Trust”), XA Investments LLC, a Delaware limited liability company (the “Adviser”), and Rockford Tower Asset Management, L.L.C., a Delaware limited liability company (the “Sub-Adviser”).

WHEREAS, the Adviser has agreed to furnish investment management and advisory services to the Trust, a closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”); and

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