0001437749-26-012459 Sample Contracts
COMMON STOCK PURCHASE WARRANT CAPSTONE HOLDING CORP.Security Agreement • April 16th, 2026 • Capstone Holding Corp. • Wholesale-lumber & other construction materials
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, 3i, LP or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date (the “Exercise Date”) and on or prior to 5:00 p.m. (New York, New York time) on February 12, 2031 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Capstone Holding Corp., a Delaware corporation (the “Company”), up to 405,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock (as defined below). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
CONSENT, JOINDER AGREEMENT AND FOURTEENTH AMENDMENTConsent, Joinder Agreement and Fourteenth Amendment • April 16th, 2026 • Capstone Holding Corp. • Wholesale-lumber & other construction materials
THIS CONSENT, JOINDER AGREEMENT AND FOURTEENTH AMENDMENT (this “Agreement”), dated as of August 22, 2025, is by and among CS PURCHASE HOLDINGS LLC, a Delaware limited liability company (“CS Purchase”), CAROLINA STONE HOLDINGS, LLC, a Delaware limited liability company (“Carolina Holdings”), CAROLINA STONE DISTRIBUTORS, LLC, a Delaware limited liability company (“Carolina Distributors,” and, collectively with CS Purchase and Caroliana Holdings, the “Additional Borrowers”), TOTALSTONE, LLC, a Delaware limited liability company (“TotalStone”), NORTHEAST MASONRY DISTRIBUTORS, LLC (f/k/a NEM Purchases, LLC), a Delaware limited liability company (“Northeast”) and TOTALSTONE PROPERTIES, LLC, a Delaware limited liability company (“Properties,” and, collectively with TotalStone and Northeast, the “Initial Borrowers”), and Berkshire Bank, a Massachusetts Banking Corporation, as lender (the “Lender”) under that certain Revolving Credit, Term Loan, and Security Agreement dated as of December 20, 2
April [ ], 2026 Re: Nectarine Management LLC Series B Consent Rights Fees and ExpensesFees and Expenses Arrangement • April 16th, 2026 • Capstone Holding Corp. • Wholesale-lumber & other construction materials
WHEREAS, this letter agreement (the “Letter Agreement”) is entered into in connection with a fees and expenses arrangement that Capstone Holding Corp., a Delaware corporation (the “Company”) on the one hand and Nectarine Management LLC, a Delaware limited liability company (“Nectarine”) on the other hand, wish to enter into;
THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 16th, 2026 • Capstone Holding Corp. • Wholesale-lumber & other construction materials • New York
THIS THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) dated and effective as of June 11, 2025 (the “Execution Date”) is entered into by and among TOTALSTONE, LLC, a Delaware limited liability company (“TotalStone”), NORTHEAST MASONRY DISTRIBUTORS, LLC, a Delaware limited liability company (“Northeast”), TOTALSTONE PROPERTIES, LLC, a Delaware limited liability company (“Properties”, and together with TotalStone and Northeast, individually or collectively, “Borrower”), STREAM FINANCE, LLC, a Delaware limited liability company (in its individual capacity, “Stream”), as agent for the Lenders (as defined below) (in such capacity, the “Agent”), and the Lenders signatory hereto.
FIFTEENTH AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENTRevolving Credit, Term Loan and Security Agreement • April 16th, 2026 • Capstone Holding Corp. • Wholesale-lumber & other construction materials
THIS FIFTEENTH AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT (this “Fifteenth Amendment”) is entered into as of December 19, 2025, as defined below, by and among TOTALSTONE, LLC, a Delaware limited liability company (“TotalStone”), NORTHEAST MASONRY DISTRIBUTORS, LLC (f/k/a NEM Purchaser, LLC), a Delaware limited liability company (“Northeast”), TOTALSTONE PROPERTIES, LLC, a Delaware limited liability company (“Properties”), CS PURCHASE HOLDINGS LLC, a Delaware limited liability company (“CS Purchase”), CAROLINA STONE HOLDINGS, LLC, a Delaware limited liability company (“Carolina Holdings”), and CAROLINA STONE DISTRIBUTORS, LLC, a Delaware limited liability company (“Carolina Distributors,” collectively with CS Purchase, Carolina Holdings (“CSP” , and collectively with TotalStone, Northeast, Properties, CS Purchase, and Carolina Holdings, the “Borrower”), and BEACON BANK & TRUST (successor by merger to BERKSHIRE BANK), a Massachusetts chartered trust company (“Lender”
LETTER OF AGREEMENTLetter of Agreement • April 16th, 2026 • Capstone Holding Corp. • Wholesale-lumber & other construction materials • British Columbia
The Toronto-Dominion Bank (the "Bank") is pleased to offer the following credit facilities (individually the "Facility" and collectively the "Facilities") subject to the terms and conditions set forth below and in the attached Schedule(s) (collectively the "Agreement").