0001213900-23-034184 Sample Contracts

STOCKHOLDERS’ AGREEMENT

Stockholders’ Agreement • May 1st, 2023 • Steel Partners Holdings L.P. • Miscellaneous primary metal products • Delaware

• Contract Type
  Stockholders’ Agreement
• Filed
  May 1st, 2023
• Company
  Steel Partners Holdings L.P.
• Industry
  Miscellaneous primary metal products
• Jurisdiction
  Delaware

STOCKHOLDERS’ AGREEMENT, dated as of April 30, 2023 (this “Agreement”), by and among Steel Connect, Inc., a Delaware corporation (the “Company”), Steel Partners Holdings L.P., a Delaware limited partnership (“SP”) and the Persons (as defined below) affiliated with SP identified on the signature page hereto (together with SP, the “SP Investors”).

TRANSFER AND EXCHANGE AGREEMENT by and among STEEL PARTNERS HOLDINGS L.P., Steel Excel, Inc., WebFinancial Holding Corporation, and STEEL CONNECT, INC. Dated as of April 30, 2023

Transfer and Exchange Agreement • May 1st, 2023 • Steel Partners Holdings L.P. • Miscellaneous primary metal products • Delaware

• Contract Type
  Transfer and Exchange Agreement
• Filed
  May 1st, 2023
• Company
  Steel Partners Holdings L.P.
• Industry
  Miscellaneous primary metal products
• Jurisdiction
  Delaware

TRANSFER AND EXCHANGE AGREEMENT, dated as of April 30, 2023 (this “Agreement”), by and among Steel Partners Holdings L.P., a Delaware limited partnership (“Parent”), Steel Excel, Inc., a Delaware corporation (“Steel Excel”), WebFinancial Holding Corporation, a Delaware corporation (“WebFinancial” and, together with Steel Excel, the “Transferring Parties” and each, a “Transferring Party”), and Steel Connect, Inc., a Delaware corporation (the “Acquiror” and collectively with the Transferring Parties, the “Parties” and each, a “Party”).

FORM OF VOTING AGREEMENT

Form of Voting Agreement • May 1st, 2023 • Steel Partners Holdings L.P. • Miscellaneous primary metal products • Delaware

• Contract Type
  Form of Voting Agreement
• Filed
  May 1st, 2023
• Company
  Steel Partners Holdings L.P.
• Industry
  Miscellaneous primary metal products
• Jurisdiction
  Delaware

This VOTING AGREEMENT (this “Agreement”) is entered into as of April 30, 2023, by and among Steel Connect, Inc., a Delaware corporation (the “Company”), Steel Partners Holdings L.P., a Delaware limited partnership (“Parent”), WebFinancial Holding Corporation, a Delaware corporation (“WFH”), WHX CS Corp., a Delaware corporation (“WHX”), WF Asset Corp., a Delaware corporation (“WF Asset”), Steel Partners, Ltd., a Delaware corporation (“SPL”), Warren G. Lichtenstein, an individual (“Lichtenstein”), and Jack L. Howard, an individual (“Howard”, and together with WebFinancial, WHX, WF Asset, SPL, and Lichtenstein, the “Stockholders” and each a “Stockholder”).