FIRST AMENDMENT TO AMENDED & RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • August 10th, 2023 • BigBear.ai Holdings, Inc. • Services-prepackaged software
AGREEMENT (this “Amendment”) is made as of July [●], 2023, by and among (i) BigBear.ai Holdings, Inc., a Delaware corporation (the “Company”), (ii) AE BBAI Aggregator, LP, a Delaware limited partnership (“AE Aggregator”), (iii) BBAI Ultimate Holdings, LLC, a Delaware limited liability company (“Ultimate Holdings,” together with AE Aggregator and any of their Permitted Transferees (as defined herein) that have executed a joinder to this Investor Rights Agreement, the “Partners” and each a “Partner”), (iv) GigAcquisitions4, LLC, a Delaware limited liability company (the “Sponsor”), (v) Oppenheimer & Co. Inc. and Nomura Securities International, Inc. (together, the “Original Underwriter Representatives”), (vi) William Blair & Company, L.L.C. and BMO Capital Markets Corp. (together with the Original Underwriter Representatives, the “Financial Services Representatives”), and (vii) the Persons listed as Other Holders on the signature pages to the Amended & Restated Investor Rights Agreement
