GE HealthCare Technologies Inc. Sample Contracts

GE HealthCare Technologies Inc. Underwriting Agreement
Underwriting Agreement • June 4th, 2025 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus

GE HealthCare Technologies Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) $650,000,000 aggregate principal amount of the 4.800% Senior Notes due 2031 specified above (the “2031 Notes”) and $850,000,000 aggregate principal amount of the 5.500% Senior Notes due 2035 specified above (the “2035 Notes”) and, together with the 2031 Notes, the “Securities”). The Securities will be issued pursuant to the indenture, dated as of November 22, 2022 (the “Base Indenture”), as supplemented by the Third Supplemental Indenture to be dated on or about June 9, 2025 (the “Third Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), in each case between the Company and The Bank of New York Mellon, as trustee (the “Trustee”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 11th, 2022 • GE Healthcare Holding LLC • X-ray apparatus & tubes & related irradiation apparatus • Delaware

This Indemnification Agreement (this “Agreement”) is entered into as of [ ], 2023 (the “Effective Date”) by and between GE HealthCare Technologies Inc., a Delaware corporation (the “Company”), and [ ] (the “Indemnitee”).

SEPARATION AND DISTRIBUTION AGREEMENT by and between GENERAL ELECTRIC COMPANY and GE HEALTHCARE HOLDING LLC Dated as of November 7, 2022
Separation and Distribution Agreement • November 7th, 2022 • GE Healthcare Holding LLC • X-ray apparatus & tubes & related irradiation apparatus • Delaware

SEPARATION AND DISTRIBUTION AGREEMENT, dated as of November 7, 2022, by and between General Electric Company, a New York corporation (“Parent”), and GE Healthcare Holding LLC, a Delaware limited liability company, to be converted to a corporation and renamed GE HealthCare Technologies Inc. prior to the Distribution Date (“SpinCo”). Capitalized terms used and not otherwise defined herein shall have the respective meanings assigned to them in Article I.

TAX MATTERS AGREEMENT by and between GENERAL ELECTRIC COMPANY and GE HEALTHCARE TECHNOLOGIES INC. Dated as of January 2, 2023
Tax Matters Agreement • January 4th, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • Delaware

This TAX MATTERS AGREEMENT (including the schedules hereto, this “Agreement”), is entered into as of January 2, 2023 between General Electric Company, a New York corporation (“Parent”), and GE HealthCare Technologies Inc., a Delaware corporation (“SpinCo” and, together with Parent, the “Parties”).

●] Shares GE HEALTHCARE TECHNOLOGIES INC. COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENT
Underwriting Agreement • June 5th, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • New York
REAL ESTATE MATTERS AGREEMENT
Real Estate Matters Agreement • January 4th, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus

This REAL ESTATE MATTERS AGREEMENT (this “Agreement”) is entered into on January 2, 2023 by and between General Electric Company, a New York corporation (“Parent”), and GE HealthCare Technologies Inc., a Delaware corporation (“SpinCo”).

TRANSITION SERVICES AGREEMENT BETWEEN GENERAL ELECTRIC COMPANY AND GE HEALTHCARE TECHNOLOGIES INC. DATED JANUARY 2, 2023
Transition Services Agreement • January 4th, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • Delaware

This TRANSITION SERVICES AGREEMENT, dated January 2, 2023 (as amended, modified or supplemented from time to time in accordance with its terms, this “Agreement”), is made and entered into by and between General Electric Company, a New York corporation (“Parent”), and GE HealthCare Technologies Inc., a Delaware corporation (“SpinCo”). Unless otherwise defined herein, all capitalized terms used herein shall have the same meanings as in the Separation Agreement (as defined below).

JPMORGAN CHASE BANK, N.A., CITIBANK, N.A., BOFA SECURITIES, INC., BNP PARIBAS SECURITIES CORP., GOLDMAN SACHS BANK USA and MORGAN STANLEY SENIOR FUNDING, INC., as Joint Bookrunners and Joint Lead Arrangers CITIBANK, N.A. and BOFA SECURITIES, INC., as...
364-Day Revolving Credit Agreement • March 31st, 2025 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • New York

364-DAY REVOLVING CREDIT AGREEMENT (this “Agreement”), dated as of March 27, 2025, among GE HEALTHCARE TECHNOLOGIES INC. (the “Borrower”), the Lenders (as defined below) party hereto and JPMORGAN CHASE BANK, N.A., as the Administrative Agent (as defined below).

TRADEMARK LICENSE AGREEMENT
Trademark License Agreement • January 4th, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • New York

This TRADEMARK LICENSE AGREEMENT (this “Agreement”), dated as of December 31, 2022 is made and entered into by and between General Electric Company, a New York corporation (“Parent”), as licensor, and GE HealthCare Imaging Holding Inc., a Delaware corporation (“Licensee”), as licensee.

GE HealthCare Performance Stock Unit Grant Agreement (“Grant Agreement”) For <<Employee Name>> (“Grantee”)
Equity Grant Agreement • April 30th, 2025 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus
15,000,000 Shares GE HEALTHCARE TECHNOLOGIES INC. COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENT
Underwriting Agreement • September 13th, 2024 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • New York

CHICAGO — GE HealthCare Technologies Inc. (Nasdaq: GEHC) (the “Company” or “GE HealthCare”) announced today the launch of a secondary underwritten public offering (the “Offering”) of 10,000,000 shares of its common stock (the “GEHC Shares”). GE HealthCare is not selling any shares of common stock and will not receive any proceeds from the sale of the GEHC Shares in the Offering or from the debt-for-equity exchange (as described below).

SETTLEMENT AGREEMENT WITHOUT PREJUDICE AND SUBJECT TO CONTRACT
Settlement Agreement • November 7th, 2022 • GE Healthcare Holding LLC • X-ray apparatus & tubes & related irradiation apparatus

Following our recent discussions, I am writing to confirm the terms that you have agreed with GE Healthcare UK Limited (the “Company”) in connection with your departure from the Company.

GE HealthCare Stock Option Grant Agreement (“Grant Agreement”) For <<Employee Name>> (“Grantee”)
Equity Grant Agreement • April 30th, 2025 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus
GE HealthCare [Year] Stock Option Grant Agreement (“Grant Agreement”) For <<Employee Name>> (“Grantee”)
Equity Grant Agreement • March 3rd, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus

Grant Date Option Shares Granted Option Exercise Price* OptionExpiration Date Vesting Schedule Number of Option Shares Vesting Date <<Date>> <<Number>> $ [Month] 1, [Year] 33% [Month] 1, [Year] 33% [Month] 1, [Year] 34% [Month] 1, [Year]

GE HealthCare Technologies [Year] Restricted Stock Unit Grant Agreement (“Grant Agreement”) For <<Employee Name>> (“Grantee”)
Equity Grant Agreement • March 3rd, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus
August 18, 2020 Equity Grant Agreement GE Performance Share Grant Agreement For H. Lawrence Culp, Jr. (the “Grantee”)
Equity Grant Agreement • November 7th, 2022 • GE Healthcare Holding LLC • X-ray apparatus & tubes & related irradiation apparatus
EMPLOYEE MATTERS AGREEMENT
Employee Matters Agreement • January 4th, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus

THIS EMPLOYEE MATTERS AGREEMENT (“Employee Matters Agreement”) is executed effective as of January 2, 2023, by and between General Electric Company, a New York corporation (“Parent”) and GE HealthCare Technologies Inc., a Delaware corporation (“SpinCo”) (collectively, the “Parties”).

STOCKHOLDER AND REGISTRATION RIGHTS AGREEMENT
Stockholder and Registration Rights Agreement • January 4th, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • Delaware

This STOCKHOLDER AND REGISTRATION RIGHTS AGREEMENT, dated as of January 2, 2023 (this “Agreement”), is by and between General Electric Company, a New York corporation (“GE”), and GE HealthCare Technologies, Inc., a Delaware corporation (“HealthCare”).

GE HealthCare [Year] Performance Stock Unit Grant Agreement (“Grant Agreement”) For <<Employee Name>> (“Grantee”)
Performance Stock Unit Grant Agreement • March 3rd, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus

Grant Date PSUs Granted Vesting Schedule Number of PSUs1 Vesting Date <<Date>> <<Number>> 100% The date in Q1 [Year] on which the Committee (as defined below) certifies PSU performance

CREDIT AGREEMENT dated as of November 4, 2022 Among GE HEALTHCARE HOLDING LLC, as the Borrower,
Credit Agreement • November 7th, 2022 • GE Healthcare Holding LLC • X-ray apparatus & tubes & related irradiation apparatus • New York

CREDIT AGREEMENT (this “Agreement”), dated as of November 4, 2022, among GE HEALTHCARE HOLDING LLC (the “Borrower”), the Lenders (as defined below) party hereto and CITIBANK, N.A., as the Administrative Agent (as defined below).

GE HealthCare Restricted Stock Unit Grant Agreement (“Grant Agreement”) For <<Employee Name>> (“Grantee”)
Equity Grant Agreement • April 30th, 2025 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus
JPMORGAN CHASE BANK, N.A., CITIBANK, N.A., BOFA SECURITIES, INC., BNP PARIBAS SECURITIES CORP., GOLDMAN SACHS BANK USA and MORGAN STANLEY SENIOR FUNDING, INC., as Joint Bookrunners and Joint Lead Arrangers CITIBANK, N.A. and BOFA SECURITIES, INC., as...
Credit Agreement • March 31st, 2025 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • New York

CREDIT AGREEMENT (this “Agreement”), dated as of March 27, 2025, among GE HEALTHCARE TECHNOLOGIES INC. (the “Borrower”), the Lenders (as defined below) party hereto and JPMORGAN CHASE BANK, N.A., as the Administrative Agent (as defined below).

GE HealthCare Restricted Stock Unit Grant Agreement (“Grant Agreement”) For <<Director Name>>
Equity Grant Agreement • April 25th, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus
CREDIT AGREEMENT dated as of December 12, 2025 among GE HEALTHCARE TECHNOLOGIES INC., as the Borrower, JPMORGAN CHASE BANK, N.A, as the Administrative Agent, and The Lenders Party Hereto $750,000,000 TERM LOAN CREDIT FACILITY GOLDMAN SACHS BANK USA,...
Credit Agreement • December 15th, 2025 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • New York

CREDIT AGREEMENT (this “Agreement”), dated as of December 12, 2025, among GE HEALTHCARE TECHNOLOGIES INC. (the “Borrower”), the Lenders (as defined below) party hereto and JPMORGAN CHASE BANK, N.A., as the Administrative Agent (as defined below).

February 23, 2022 Equity Grant Agreement GE 2007 Long-Term Incentive Plan (as amended and restated)
Equity Grant Agreement • November 7th, 2022 • GE Healthcare Holding LLC • X-ray apparatus & tubes & related irradiation apparatus
GE HealthCare New Hire Restricted Stock Unit Grant Agreement (“Grant Agreement”) For <<Employee Name>> (“Grantee”)
Equity Grant Agreement • April 30th, 2025 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus
GE HEALTHCARE TECHNOLOGIES INC. and THE BANK OF NEW YORK MELLON, as Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of August 14, 2024 to INDENTURE Dated as of November 22, 2022 Relating to $1,000,000,000 of 4.800% Notes due 2029
Second Supplemental Indenture • August 15th, 2024 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • New York

SECOND SUPPLEMENTAL INDENTURE, dated as of August 14, 2024 (this “Second Supplemental Indenture”), between GE HealthCare Technologies Inc. (the “Company”), a Delaware corporation, and The Bank of New York Mellon, as trustee (the “Trustee”), to the Base Indenture (as defined below).

GE HealthCare Deferred Stock Unit Agreement (“Agreement”) For <<Director Name>>
Deferred Stock Unit Agreement • April 25th, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus
GE HealthCare Technologies Inc. Underwriting Agreement
Underwriting Agreement • December 2nd, 2025 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus

GE HealthCare Technologies Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) $600,000,000 aggregate principal amount of the 4.150% Senior Notes due 2028 specified above (the “2028 Notes”) and $650,000,000 aggregate principal amount of the 4.950% Senior Notes due 2035 specified above (the “2035 Notes”) and, together with the 2028 Notes, the “Securities”). The Securities will be issued pursuant to the indenture, dated as of November 22, 2022 (the “Base Indenture”), as supplemented by the Fourth Supplemental Indenture to be dated on or about December 15, 2025 (the “Fourth Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), in each case between the Company and The Bank of New York Mellon, as trustee (the “Trustee”).

Contract
Employment Agreement • April 30th, 2025 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus

CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***], PURSUANT TO REGULATION S-K ITEM 601(B) OF THE SECURITIES ACT OF 1933, AS AMENDED. CERTAIN CONFIDENTIAL INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS: (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

THIRD SUPPLEMENTAL INDENTURE
Third Supplemental Indenture • June 9th, 2025 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • New York

THIRD SUPPLEMENTAL INDENTURE, dated as of June 9, 2025 (this “Third Supplemental Indenture”), between GE HealthCare Technologies Inc. (the “Company”), a Delaware corporation, and The Bank of New York Mellon, as trustee (the “Trustee”), to the Base Indenture (as defined below).

TERM LOAN AGREEMENT dated as of November 4, 2022 Among GE HEALTHCARE HOLDING LLC, as the Borrower,
Term Loan Agreement • November 7th, 2022 • GE Healthcare Holding LLC • X-ray apparatus & tubes & related irradiation apparatus • New York

TERM LOAN AGREEMENT (this “Agreement”), dated as of November 4, 2022, among GE HEALTHCARE HOLDING LLC (the “Borrower”), the Lenders (as defined below) party hereto and CITIBANK, N.A., as the Administrative Agent (as defined below).

Notice to Employee: This is a legal document. You are advised to consult with an attorney prior to signing this Agreement. SEPARATION AGREEMENT & RELEASE
Separation Agreement & Release • October 31st, 2023 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • Delaware

This is an Agreement between GE Precision Healthcare, LLC (the “Company”) and Helmut Zodl, SSO: [***] (the “Employee”). The Company, doing business as GE HealthCare, will provide benefits described herein under the terms of the benefit plans it sponsors and/or in which it participates.

13,281,302 Shares GE HEALTHCARE TECHNOLOGIES INC. COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENT
Underwriting Agreement • November 8th, 2024 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • New York

CHICAGO — GE HealthCare Technologies Inc. (Nasdaq: GEHC) (the “Company” or “GE HealthCare”) announced today the launch of a secondary underwritten public offering (the “Offering”) of 13,281,302 shares of its common stock (the “GEHC Shares”). GE HealthCare is not selling any shares of common stock and will not receive any proceeds from the sale of the GEHC Shares in the Offering or from the debt-for-equity exchange (as described below).

JPMORGAN CHASE BANK, N.A., CITIBANK, N.A., BOFA SECURITIES, INC., BNP PARIBAS SECURITIES CORP., GOLDMAN SACHS BANK USA and MORGAN STANLEY SENIOR FUNDING, INC., as Joint Bookrunners and Joint Lead Arrangers CITIBANK, N.A. and BOFA SECURITIES, INC., as...
364-Day Revolving Credit Agreement • February 27th, 2026 • GE HealthCare Technologies Inc. • X-ray apparatus & tubes & related irradiation apparatus • New York

364-DAY REVOLVING CREDIT AGREEMENT (this “Agreement”), dated as of February 26, 2026, among GE HEALTHCARE TECHNOLOGIES INC. (the “Borrower”), the Lenders (as defined below) party hereto and JPMORGAN CHASE BANK, N.A., as the Administrative Agent (as defined below).