Form 8-K

8-K — Cineverse Corp.

Accession: 0001193125-26-245350

Filed: 2026-05-28

Period: 2026-05-28

CIK: 0001173204

SIC: 7841 (SERVICES-VIDEO TAPE RENTAL)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Financial Statements and Exhibits

Documents

8-K — cnvs-20260528.htm (Primary)

EX-10.1 (cnvs-ex10_1.htm)

EX-10.2 (cnvs-ex10_2.htm)

8-K

8-K (Primary)

Filename: cnvs-20260528.htm · Sequence: 1

8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 21, 2026

Cineverse Corp.

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-31810

22-3720962

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

224 W. 35th St.

Suite 500, #947

New York, New York

10001

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: 212 206-8600

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE

CNVS

The Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 15, 2026, Cineverse Corp. (the “Company”) announced that Mark Lindsey would transition out of the Chief Financial Officer role effective as of May 10, 2026. In connection with this transition, Mr. Lindsey and the Company have entered into a separation letter, signed on May 21, 2026 and dated as of May 8, 2026 (the “Separation Letter”) and a Consulting Agreement, signed on May 21, 2026 and dated as of May 9, 2026 (the “Consulting Agreement”).

Pursuant to the Separation Letter, the Company has agreed to continue to pay Mr. Lindsey the equivalent of his base pay for a period of twelve months, to be paid in equal monthly installments. Under the Separation Letter, Mr. Lindsey has provided a customary broad form release and confidentiality and other covenants to the Company.

Pursuant to the Consulting Agreement, Mr. Lindsey will provide certain senior financial consulting services to the Company in exchange for the continued vesting, through the end of the consulting term, of restricted stock units awarded to Mr. Lindsey during his employment with the Company. The term of the Consulting Agreement ends on September 13, 2027.

The foregoing descriptions of the Separation Letter and the Consulting Agreement are qualified in their entirety and incorporated herein by reference to the full text of the Separation Letter and the Consulting Agreement, copies of which are filed with this Form 8-K as Exhibits 10.1 and 10.2.

Item 9.01 Financial Statements and Exhibits.

Exhibit

Number

Description

10.1

Separation Letter dated as of May 8, 2026 between Cineverse Corp. and Mark Lindsey.

10.2

Consulting Agreement dated as of May 9, 2026 between Cineverse Corp. and Mark Lindsey.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:

May 28, 2026

By:

/s/ Gary Loffredo

Name:

Title:

Gary S. Loffredo

Chief Legal Officer, Secretary and Senior Advisor

EX-10.1

Filename: cnvs-ex10_1.htm · Sequence: 2

EX-10.1

Exhibit 10.1

May 8, 2026

Mark Lindsey

[ ___________]

Re:Terms of Separation

Dear Mark:

This letter confirms the agreement between you and Cineverse Corp. (the “Company”) concerning the terms of your separation and offers you the separation compensation contemplated by your September 23, 2025 Employment Agreement (the “Employment Agreement”) with the Company.

Separation Date: May 8, 2026 is your last day of employment with the Company (the “Separation Date”).

Acknowledgment of Payment of Wages: By your signature below, you acknowledge that on May 15th, 2026, we provided you a final paycheck for all wages, salary, bonuses, reimbursable expenses, accrued vacation and any similar payments due you from the Company as of the Separation Date. Once it is calculable, you will also be paid a prorated portion of the FY 2026 bonus, prorated through the Separation Date. To the extent the Company provides any stock awards for FY 2026 in lieu of a bonus, you would also be provided a prorated award. For the sake of clarity, if the Board of Directors offers retention awards to employees after the Separation Date, you would not be included in such an offer. By signing below, you acknowledge that the Company does not owe you any other amounts.

Separation Compensation: In exchange for your agreement to the waiver of claims set forth in paragraph 6, below, and pursuant to paragraph 6(b) of the Employment Agreement, the Company agrees to continue your current base salary for the 12-month period following the Effective Date of this agreement (as defined below), to be paid in equal monthly installments, as of the first day of each month. By signing below, you acknowledge that you are receiving the separation compensation outlined in this paragraph 3 in consideration for waiving your rights to claims referred to in this agreement and that you would not otherwise be entitled to the separation compensation. This Section 3 shall be subject to the provisions of Section 15 hereof, and is intended to qualify for one or more exemptions from Section 409A of the Internal Revenue Code of 1986, as amended, and any and all rules and regulations and guidance thereunder (referred to herein as “Section 409A”).

Return of Company Property: You hereby warrant to the Company that you have returned to the Company all property or data of the Company of any type whatsoever that has been in your possession or control, except for your Company issued laptop which you are permitted to retain. However, at the conclusion of the period that you provide consulting

services to the Company, the Company will be entitled to verify that you have permanently deleted all Company confidential, proprietary information and trade secrets from the laptop.

Confidential Information: You hereby acknowledge that you are bound by the attached agreement dated November 17, 2022, and that as a result of your employment with the Company you have had access to the Company’s Confidential Information (as defined in the agreement), that you will hold all Confidential Information in strictest confidence and that you will not make use of such Confidential Information on behalf of anyone. You further confirm that you have delivered to the Company all documents and data of any nature containing or pertaining to such Confidential Information and that you have not taken with you any such documents or data or any reproduction thereof.

Waiver of Claims: The payments and promises set forth in this agreement are in full satisfaction of all accrued salary, vacation pay, bonus pay, profit-sharing, stock options, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company or your separation from the Company. You hereby release and waive any other claims you may have against the Company and its owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, but not limited to, claims of unlawful discharge, breach of contract, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injury, emotional distress, claims for additional compensation or benefits arising out of your employment or your separation of employment, claims under Title VII of the 1964 Civil Rights Act, as amended, the Maryland Fair Employment Practices Act, and any other laws and/or regulations relating to employment or employment discrimination, including, without limitation, claims based on age or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act. By signing below, you expressly waive any benefits of Section 1542 of the Civil Code of the State of California (and/or any other state or federal provision of similar effect), which provides as follows:

“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

Notwithstanding the foregoing, this waiver and release of claims does not extend to any rights which as a matter of law cannot be waived and released.

Nondisparagement: You agree that you will not disparage Releasees or their products, services, agents, representatives, directors, officers, shareholders, attorneys, employees, vendors, affiliates, successors or assigns, or any person acting by, through, under or in concert with any of them, with any written or oral statement. Nothing in this agreement prevents you from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that you have reason to believe is unlawful. You agree to direct any requests for reference checks or employment verifications to Human Resources and HR will respond with only your dates of employment and last position

held. The Company agrees that its management will not disparage you with any written or oral statements concerning your employment with the Company. This paragraph does not apply to statements the Company’s managers may make to the Company’s employees or other persons or entities affiliated with the Company.

Legal and Equitable Remedies: Releasees and you have the right to enforce this agreement and any of its provisions by injunction, specific performance or other equitable relief without prejudice to any other rights or remedies Releasees or you may have at law or in equity for breach of this agreement.

Attorneys’ Fees: If any action is brought to enforce the terms of this agreement, the prevailing party will be entitled to recover its reasonable attorneys’ fees, costs and expenses from the other party, in addition to any other relief to which the prevailing party may be entitled.

10.

Confidentiality: The contents, terms and conditions of this agreement must be kept confidential by you and may not be disclosed except to your accountant or attorneys or pursuant to subpoena or court order. You agree that if you are asked for information concerning this agreement, you will state only that you and the Company reached an amicable resolution of any disputes concerning your separation from the Company. Any breach of this confidentiality provision shall be deemed a material breach of this agreement.

11.

No Admission of Liability: This agreement is not and shall not be construed or contended by you to be an admission or evidence of any wrongdoing or liability on the part of Releasees, their representatives, heirs, executors, attorneys, agents, partners, officers, shareholders, directors, employees, subsidiaries, affiliates, divisions, successors or assigns. This agreement shall be afforded the maximum protection allowable under MD Rules, Rule 5-408, Federal Rules of Evidence Rule 408, and/or any other state or federal provisions of similar effect.

12.

Entire Agreement: This agreement constitutes the entire agreement between you and Releasees with respect to the subject matter hereof and supersedes all prior negotiations and agreements, whether written or oral, relating to such subject matter other than the confidentiality Agreement referred to in paragraph 5, above. You acknowledge that neither Releasees nor their agents or attorneys have made any promise, representation or warranty whatsoever, either express or implied, written or oral, which is not contained in this agreement for the purpose of inducing you to execute the agreement, and you acknowledge that you have executed this agreement in reliance only upon such promises, representations and warranties as are contained herein.

13.

Modification: It is expressly agreed that this agreement may not be altered, amended, modified, or otherwise changed in any respect except by another written agreement that specifically refers to this agreement, executed by authorized representatives of each of the parties to this agreement.

14.

Review of Separation Agreement; Effective Date: You understand that you may take up to twenty-one (21) days to consider this agreement and, by signing below, affirm that

you were advised to consult with an attorney prior to signing this agreement. You also understand you may revoke this agreement within seven (7) days of signing this document. This agreement is effective on the eighth (8th) day after you execute this agreement without revocation (“Effective Date”).” Notwithstanding any other provision of this agreement, the Company may take up to 10 calendar days following the Effective Date to provide separation compensation due under paragraph 3 of this agreement.

15.

Section 409A. This Agreement is intended to either avoid the application of, or comply with, Section 409A. To that end this Agreement shall at all times be interpreted in a manner that is consistent with Section 409A and, to the extent available, satisfies an exemption available under Section 409A including specifically, but not limited to, the exemptions under Treasury Regulations Sections 1.409A-1(b)(4) and 1.409A-1(b)(9). Notwithstanding any other provision in this Agreement to the contrary, the Company shall have the right, in its sole discretion, to adopt such amendments to this Agreement or take such other actions (including amendments and actions with retroactive effect) as it determines are necessary or appropriate for this Agreement to comply with Section 409A or an exemption therefrom. Further:

(i)

Any reimbursement of any costs and expenses by the Company to you hereunder shall be made by the Company in no event later than the close of your taxable year following the taxable year in which you incurred the cost or expense is incurred. The expenses incurred in any calendar year that are eligible for reimbursement shall not affect the expenses incurred by you in any other calendar year that are eligible for reimbursement hereunder and your right to receive any reimbursement hereunder shall not be subject to liquidation or exchange for any other benefit.

(ii)

To the extent a payment hereunder is subject to Section 409A and not eligible for any exemption therefrom, and such payment follows a separation from service that would be subject to Section 409A(a)(2)(A)(i) of the Code as a distribution following a separation from service of a “specified employee” (as defined under Section 409A(a)(2)(B)(i) of the Code) such payment shall be made on the first to occur of (i) ten (10) days after the expiration of the six-month (6) period following such separation from service, (ii) death, or (iii) such earlier date that complies with Section 409A.

(iii)

Each payment that you may receive under this Agreement (and any right to a series of installment payments) shall be treated as a “separate payment” for purposes of Section 409A.

(iv)

A termination of employment shall not be deemed to have occurred for purposes of any provision of this Agreement providing for the payment of any amounts or benefits that constitute “nonqualified deferred compensation” (within the meaning of, and subject to, Section 409A) upon or following a termination of employment unless such termination is also a “separation from service” within the meaning of Section 409A and, for purposes of any such provision of this Agreement, references to a “termination,” “termination of employment,” or like terms shall mean “separation from service.”

If you agree to abide by the terms outlined in this letter, please sign this letter below and return it to me. I wish you the best in your future endeavors.

Sincerely, CINEVERSE CORP.

By:/s/ Gary Loffredo______________

Date: 5/21/2026___________________

Gary Loffredo

Chief Legal Officer, Secretary & Senior Advisor

READ, UNDERSTOOD AND AGREED:

Signature: /s/ Mark Lindsey__________________________ Date: 5/20/2026__________

Mark Lindsey

EX-10.2

Filename: cnvs-ex10_2.htm · Sequence: 3

EX-10.2

Exhibit 10.2

CONSULTING AGREEMENT

This Agreement is made as of May 9, 2026, by and between Cineverse, Inc. (the “Company”), and Mark Lindsey (“Consultant”) (collectively “the parties”).

The parties agree as follows:

BASIC SERVICES: Subject to the terms and conditions of this Agreement, and on a non-exclusive basis, Consultant agrees to provide the following services to the Company (the “Services”), not to exceed 15 hours per week:

Senior Financial consulting in the areas of recapitalization, content funding and M&A.

Consultant is solely responsible for determining the method and means by which Consultant will accomplish the Services and otherwise fulfill Consultant’s obligations hereunder, and is free from the control and direction of the Company in the performance of the work. The parties agree that Consultant determines the time when Consultant renders the Services, and the work location where Consultant renders the Services.

Consultant represents that Consultant has the qualifications, skills, and ability to perform the Services in a professional manner, without the advice or supervision of the Company.

Consultant will receive no training, assistance, or direction from the Company.

Consultant understands and acknowledges that Consultant is being retained to perform work outside the usual course of Company’s business and the assignment is limited to the Services outlined above. At no point is Consultant to perform any work within the usual course of Company’s business. The parties acknowledge that the Services will not involve Consultant rendering any service to any of the Company’s customers.

CONSULTANT’S BUSINESS: Consultant hereby confirms that it is an independently established business rendering services of the same nature as the Services Consultant is performing for the Company. Company shall have no right to and shall not control the manner or prescribe the method of accomplishing that portion of Company’s business to be performed by Consultant under this Agreement, and the general public and all governmental agencies regulating such activities shall be so.

TERM: Consultant will commence performance of the Services on or about the date first set forth above, and shall continue until completion of the Services on September 13, 2027, unless earlier terminated as set forth in Section H below.

FEES AND EXPENSES: In consideration of the Services, the Company agrees that Consultant will continue to vest in the Restricted Stock Units award in Paragraph 4(d) of the September 19, 2025 Employment Agreement between Mark Lindsey and the Company, and the April 25, 2024, September 14, 2025, and October 8, 2025 grants from the Company through the effective date of termination of this Agreement, calculated pro rata through the date of

termination. Consultant shall be responsible for all expenses necessary to carry out the Services and shall not be reimbursed by the Company for such expenses.

OWNERSHIP: The parties agree that all Services and any elements thereof, created, performed, contributed or prepared by Consultant pursuant to the Agreement, and any results or proceeds thereof, is the exclusive property of the Company. Without reservation, limitation or condition, Consultant hereby assigns, transfers and conveys to the Company, exclusively and perpetually, all right, title and interest throughout the world which Consultant has or may be deemed to have in the Services and any elements thereof, including without limitation all copyrights, patents, rights of reproduction, and rights to ownership of any physical works of art embodied therein, and the right to secure registrations, renewals, reissues and extensions thereof. Consultant agrees to execute such further documents and to do such further acts as may be reasonably necessary to perfect, register or enforce the Company’s ownership of any such rights. Consultant hereby appoints the Company as Consultant’s attorney-in-fact (this appointment being irrevocable and coupled with an interest) to execute such documents on Consultant’s behalf.

Consultant warrants and represents that to the best of Consultant’s knowledge, the Services and any elements thereof, including without limitation any materials provided to the Company, are original creations of Consultant and do not violate any copyright, proprietary rights or other rights of any person or entity and that no third party has any rights, title or interest therein or thereto.

INDEMNITY AND WARRANTY: Consultant agrees to indemnify and hold the Company harmless from and against any and all claims, demands, causes of action, losses, damages, liabilities, costs, and expenses, including attorneys’ fees, arising from a breach of any of Consultant’s representations and warranties herein or from the death or injury of any person or persons, including employees of the Company, or from the damage or destruction of any work or properties, attributable to or resulting from Consultant’s performance of the Services. Consultant warrants and represents that Consultant has full power and authority to enter into and perform this Agreement and to make the grant of rights contained herein.

CONFIDENTIALITY: Consultant acknowledges and agrees: (a) that all work provided pursuant to this Agreement, and any documents or materials related to the Services, and any information, work in progress, trade secrets, or other secret or confidential matter related to the business or projects of Company, constitute confidential information (hereinafter “Confidential Information”); (b) that Consultant shall not, either during the rendering of services or at any time thereafter, use, copy, or disclose to any person, firm, or corporation any such Confidential Information, unless such use, copying, or disclosure has been authorized in advance in writing by the Company; and (c) that upon termination or expiration of this Agreement, or at any time upon request of the Company, Consultant will return to the Company all Confidential Information in Consultant’s possession or control. Consultant is hereby notified that, pursuant to the federal Defend Trade Secrets Act of 2016, an individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that is made: (i) in confidence to a Federal, State, or local

government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law; or (ii) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Further, an individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal, and does not disclose the trade secret, except pursuant to court order.

TERMINATION:

(1)

Termination for Default. In the event of any material breach of this Agreement by either party hereto, the other party may (without waiving any other remedies or rights under this Agreement, in law or in equity) terminate this Agreement immediately.

(2)

Termination by the Company. Notwithstanding any other provision of this Agreement to the contrary, the Company may terminate this Agreement for Cause, as defined in Consultant’s September 19, 2025 Employment Agreement with the Company.

(3)

Termination by the Consultant. Notwithstanding any other provision of this Agreement to the contrary, the Consultant may terminate this Agreement for Good Reason. For purposes of this Agreement, “Good Reason” exists for the Consultant to voluntarily terminate this Agreement only if one of the following occur without Employee’s written approval: (i) any material breach by the Company of any material contractual obligation owed to the Consultant; or (ii) the Company fails to obtain the assumption of this Agreement by a successor. The Consultant may also terminate this Agreement in the event an offer of full-time employment is extended to Consultant;

(4)

Automatic Termination. This Agreement shall automatically terminate on the occurrence of:

(a)

The dissolution, bankruptcy or insolvency of either party; or (if applicable)

(b)

The death of Consultant.

(5)

Effect of Termination: Sections E, F, G, J, K, M and N shall survive the expiration or termination of this Agreement. In case of any termination of this Agreement, the Company agrees to provide Consultant with continued vesting of the Restricted Stock Units award in Paragraph 4(d) of the September 19, 2025 Employment Agreement between Mark Lindsey and the Company, and the April 25, 2024, September 14, 2025, and October 8, 2025 grants from the Company, through the effective date of termination of this Agreement, calculated pro rata through the date of termination.

ASSIGNMENT: Neither this Agreement nor any rights or duties hereunder may be assigned or delegated to any other person or entity by Consultant except as specifically provided

hereunder, without the express prior written consent of the Company. The Company may freely assign this Agreement and/or any of its rights hereunder.

AUTHORITY/RELATIONSHIP OF PARTIES: The parties intend and agree that Consultant will perform all Services hereunder as an independent Consultant and not as an employee of the Company. Consultant will be solely responsible for, and the Company shall not provide or be liable for, typical employee benefits (including but not limited to, health and disability insurance, vacation and/or paid time off, etc.). The Company shall not be responsible to withhold from Consultant’s payments nor remit to the tax authorities any payroll or other tax, social security or Medicare contribution, or any other tax or contribution. Consultant agrees to pay, as and when due, any and all taxes assessed or incurred in connection with Consultant’s compensation hereunder, including estimated taxes, and will provide the Company with documentation of such payment upon request. Consultant further agrees to indemnify and hold the Company harmless from and against liability for any and all such payments. Consultant will remain free to perform services for parties other than the Company; provided, that such services will not conflict or interfere with the performance of Services hereunder or Consultant’s obligations under this Agreement. Consultant shall be solely responsible for obtaining, at Consultant’s expense and in Consultant’s name, disability, worker’s compensation or other insurance as well as all licenses and permits usual or necessary for conducting the Services hereunder. Nothing contained in this Agreement shall be construed to place the parties in the relationship of partners or joint venturers and neither party shall have any right to obligate or bind the other in any manner. Consultant agrees that it will not hold itself out as an authorized agent with power to bind the Company in any manner.

GOVERNING LAW: This Agreement will be governed by and construed in accordance with the laws of the State of California. Any litigation or other dispute with respect to this Agreement will take place in Los Angeles County, California. The parties agree that venue is proper in the state and federal courts within or having jurisdiction over such county.

AMENDMENTS: This Agreement may be amended only in writing signed by both parties. Failure by either party to enforce at any time any of the provisions of this Agreement, or to require at any time performance by the other party of any of the provisions hereof, shall in no way be construed as a waiver of such provisions in any other circumstance or a waiver of any other provision.

SEVERABILITY: In the event any one or more of the provisions of this Agreement shall for any reason be held to be invalid, illegal or unenforceable, then the invalid, illegal or unenforceable provision shall be stricken, and the remainder of the Agreement fully enforced.

ADVERTISING OR PUBLICITY: Consultant will acquire no right to use, and will not use without the Company’s prior written consent, the names, characters, artwork, designs, tradenames, copyrighted materials, trademarks or service marks of the Company, its parent, related or subsidiary companies, employees, directors, shareholders, assigns, successors or licensees: (a)

in any advertising, publicity or promotion; (b) to express or to imply any endorsement of Consultant’s services; or (c) in any manner other than in accordance with this Agreement.

COMPLETE AGREEMENT. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements or understandings, whether written or oral, between the parties with respect thereto.

CINEVERSE

By: /s/ Gary Loffredo

Name: Gary Loffredo

Date: 5/21/2026

Title: Chief Legal Officer

Mailing Address: 2355 Westwood Blvd, #779

Los Angeles, CA 90064

MARK LINDSEY

By: /s/ Mark Lindsey

Name: Mark Lindsey

Date: 5/20/2026

Title: Consultant

Mailing Address: [ ______________]