1019-00002 · Client 1019 · Closing/Certificates

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SECRETARY'S AND OFFICER'S CERTIFICATE OF WHITMORE AEROSPACE LLC

Dated as of January 30, 2026

Delivered pursuant to Section 4.01(a)(iv) of the Credit Agreement dated as of January 30, 2026 (as defined below)

Reference: This Secretary's and Officer's Certificate (this "Certificate") is delivered pursuant to Section 4.01(a)(iv) of the Credit Agreement dated as of January 30, 2026 (as amended, restated, supplemented, or otherwise modified from time to time, the "Credit Agreement"), among Whitmore Aerospace LLC, a Delaware limited liability company (the "Borrower" or the "Company"), the Subsidiary Guarantors party thereto from time to time, the Lenders party thereto from time to time, and Prescott National Bank, N.A., a national banking association, as Administrative Agent, Collateral Agent, and Swingline Lender (in such capacities, the "Administrative Agent" or "Agent").

Certifying Officer: Gregory Alston, General Counsel and Secretary of Whitmore Aerospace LLC.

RECITALS

A. The undersigned, Gregory Alston, hereby states and certifies that he is the duly appointed General Counsel and Secretary of Whitmore Aerospace LLC, a limited liability company duly formed and validly existing under the laws of the State of Delaware (Delaware Secretary of State Filing No. 5738291), with its principal executive office located at 2400 Centennial Tower Drive, Suite 800, Herndon, Virginia 20170, and with Federal Employer Identification Number 82-3194567. In such capacity, the undersigned has access to the books and records of the Company, including, without limitation, the Certificate of Formation, the Limited Liability Company Agreement, and the minutes and resolutions of the members of the Company, and is authorized to execute and deliver this Certificate on behalf of the Company.

B. This Certificate is delivered in connection with that certain $450,000,000 Senior Secured Revolving Credit Agreement dated as of January 30, 2026 (the "Credit Agreement"), and all related Loan Documents executed and delivered in connection therewith, including, without limitation: (i) the Guarantee Agreement dated as of January 30, 2026 (the "Guarantee Agreement"), among the Subsidiary Guarantors and the Administrative Agent; (ii) the Pledge and Security Agreement dated as of January 30, 2026 (the "Pledge and Security Agreement"), among the Company, the Subsidiary Guarantors, and the Administrative Agent, as Collateral Agent; (iii) the Equity Pledge Agreement dated as of January 30, 2026 (the "Equity Pledge Agreement"), among the Company and the Administrative Agent, as Collateral Agent; (iv) the Deed of Trust, Assignment of Leases and Rents, Security Agreement, and Fixture Filing dated as of January 30, 2026, encumbering the real property located at 2400 Centennial Tower Drive, Suite 800, Herndon, Virginia 20170 (the "Deed of Trust"); and (v) the Promissory Notes executed by the Company in favor of each Lender (the "Promissory Notes" and, together with the Credit Agreement, the Guarantee Agreement, the Pledge and Security Agreement, the Equity Pledge Agreement, the Deed of Trust, and each other agreement, certificate, instrument, or document contemplated by or delivered in connection with the Credit Agreement, collectively, the "Loan Documents").

C. Capitalized terms used but not otherwise defined in this Certificate shall have the respective meanings ascribed to such terms in the Credit Agreement. The rules of construction and interpretation set forth in Section 1.02 of the Credit Agreement shall apply to this Certificate, mutatis mutandis.

D. This Certificate is being delivered to satisfy the conditions precedent to the effectiveness of the Credit Agreement and the initial funding and initial borrowings thereunder, as set forth in Section 4.01 of the Credit Agreement (the "Closing Date Conditions"), including, without limitation, Section 4.01(a)(iv) thereof, which requires the delivery by the Company of a certificate of the Secretary or an Assistant Secretary of the Company certifying the names and true signatures of the officers of the Company authorized to sign the Loan Documents, together with copies of the Company's organizational documents, good standing certificates, and authorizing resolutions, all in form and substance reasonably satisfactory to the Administrative Agent.

CERTIFICATIONS

The undersigned, Gregory Alston, in his capacity as General Counsel and Secretary of Whitmore Aerospace LLC, and not in his individual capacity, hereby certifies to the Administrative Agent, each Lender, and each other Secured Party, as follows:

Section 1. Organizational Documents

1.1 Certificate of Formation. The undersigned hereby certifies that attached hereto as Exhibit A is a true, correct, and complete copy of the Certificate of Formation of Whitmore Aerospace LLC (the "Certificate of Formation"), as originally filed with the Secretary of State of the State of Delaware (Filing No. 5738291), together with all amendments, restatements, supplements, and other modifications thereto that have been filed with or accepted by the Secretary of State of the State of Delaware as of the date hereof. The Certificate of Formation, as so amended and reflected in Exhibit A, is the only certificate of formation or equivalent organizational filing that has been made with respect to the Company in the State of Delaware.

The undersigned further certifies that the Certificate of Formation has not been amended, restated, supplemented, or otherwise modified since the date of the most recent amendment reflected in Exhibit A, and that no action has been taken or authorized by the members, managers, or officers of the Company, and no proceedings have been initiated, pending, or threatened, for the purpose of amending, restating, or otherwise modifying the Certificate of Formation. No certificate of cancellation, certificate of merger, certificate of conversion, or certificate of dissolution has been filed with respect to the Company with the Secretary of State of the State of Delaware, and no proceedings have been initiated or are pending for the dissolution, liquidation, winding up, or termination of the Company, whether voluntary or involuntary.

1.2 Limited Liability Company Agreement. The undersigned hereby certifies that attached hereto as Exhibit B is a true, correct, and complete copy of the Amended and Restated Limited Liability Company Agreement of Whitmore Aerospace LLC (the "LLC Agreement"), as currently in full force and effect as of the date hereof. The LLC Agreement constitutes the sole limited liability company agreement or operating agreement governing the management, operations, and affairs of the Company.

The undersigned further certifies that the LLC Agreement has not been further amended, restated, supplemented, or otherwise modified since the date thereof, except as reflected in Exhibit B, and that no action has been taken or authorized by the members, managers, or officers of the Company to amend, restate, supplement, or otherwise modify the LLC Agreement, except as set forth therein. The LLC Agreement sets forth the governance structure, management authority, and operational procedures of the Company, including, without limitation, the authorization of officers to execute and deliver documents and instruments, and to take actions, on behalf of the Company in the ordinary course of business and in connection with material transactions, including the transactions contemplated by the Credit Agreement and the Loan Documents.

Section 2. Resolutions and Authorizing Action

2.1 Member Resolutions. The undersigned hereby certifies that attached hereto as Exhibit C are true, correct, and complete copies of the resolutions (the "Resolutions") duly adopted by the members of Whitmore Aerospace LLC, acting by written consent in lieu of a meeting, on January 22, 2026.

The undersigned further certifies that the Resolutions were duly adopted in accordance with the terms and provisions of the LLC Agreement and the applicable provisions of the Delaware Limited Liability Company Act, 6 Del. C. § 18-101 et seq. (the "DLLCA"). All requisite member approvals, consents, and authorizations required under the LLC Agreement and the DLLCA for the adoption of the Resolutions were duly obtained, including, without limitation, the written consent of the holders of a majority-in-interest of the membership interests of the Company as required by Section 7.02 of the LLC Agreement. No additional approvals, consents, authorizations, or votes of the members, managers, or any other person or entity are required in connection with the matters authorized by the Resolutions.

The undersigned further certifies that the Resolutions have not been amended, modified, rescinded, revoked, or superseded in whole or in part, and remain in full force and effect as of the date hereof, without modification or qualification of any kind. No action has been taken or authorized by the members, managers, or officers of the Company that would in any way limit, restrict, or impair the authority granted by the Resolutions.

The Resolutions authorize, among other things, the following actions on behalf of the Company:

(a) Entry into the Credit Agreement. The execution, delivery, and performance by the Company of the Credit Agreement, dated as of January 30, 2026, by and among the Company, as Borrower, the Subsidiary Guarantors party thereto, the Lenders party thereto, and Prescott National Bank, N.A., as Administrative Agent, Collateral Agent, and Swingline Lender, providing for a $450,000,000 senior secured revolving credit facility, including a letter of credit subfacility of up to $50,000,000 and a swingline subfacility of up to $25,000,000, with a maturity date of January 30, 2031, all on the terms and subject to the conditions set forth in the Credit Agreement;

(b) Execution of Ancillary Loan Documents. The execution, delivery, and performance by the Company of all ancillary Loan Documents, including, without limitation, the Guarantee Agreement, the Pledge and Security Agreement, the Equity Pledge Agreement, the Deed of Trust (encumbering the Herndon, Virginia property), the Promissory Notes, and each other agreement, certificate, instrument, or document contemplated by or delivered pursuant to the Credit Agreement, in each case in substantially the form approved by the officers of the Company with such changes, modifications, and additions as the officers executing the same shall deem necessary, appropriate, or advisable, the execution thereof by such officers to be conclusive evidence of such approval;

(c) Borrowings and Credit Utilization. The borrowing of revolving loans, the request for issuance of letters of credit, the request for swingline loans, and the incurrence of other obligations under the Credit Agreement, in each case from time to time, up to the total aggregate facility commitment of $450,000,000 (or such lesser or greater amount as may be in effect from time to time pursuant to the terms of the Credit Agreement, including any incremental facility increases permitted thereunder);

(d) Grant of Security Interests and Liens. The granting of security interests, liens, pledges, and encumbrances in and upon substantially all of the assets of the Company, whether now owned or hereafter acquired, tangible and intangible, real and personal, in favor of Prescott National Bank, N.A., as Collateral Agent for the ratable benefit of the Secured Parties, including, without limitation, the execution and delivery of the Deed of Trust encumbering the Company's fee simple interest in the real property and improvements located at 2400 Centennial Tower Drive, Suite 800, Herndon, Virginia 20170, and the filing of UCC-1 financing statements, mortgages, deeds of trust, and other perfection documentation in each applicable jurisdiction;

(e) Pledge of Subsidiary Equity Interests. The pledge of one hundred percent (100%) of the equity interests held by the Company in each of its direct domestic subsidiaries, including: (i) Whitmore Propulsion Systems, Inc., a Delaware corporation ("WPS"); (ii) Whitmore Avionics Holdings LLC, a Delaware limited liability company ("WAH"); (iii) Whitmore Defense Solutions, Inc., a Virginia corporation ("WDS"); and (iv) Whitmore Precision Machining LLC, a Delaware limited liability company ("WPM"), in each case pursuant to the Equity Pledge Agreement and the Pledge and Security Agreement, together with the delivery of stock certificates (where applicable) and executed blank stock powers, membership interest powers, or similar transfer instruments;

(f) Use of Proceeds. The application and use of the proceeds of borrowings under the Credit Agreement for the following purposes: (i) the refinancing in full of the existing $210,000,000 senior secured term loan facility with Prescott National Bank, N.A. dated as of March 15, 2021 (the "Existing Term Loan"), with an estimated payoff amount as of January 30, 2026 of approximately $169,312,500 (inclusive of accrued and unpaid interest, fees, and other amounts due thereunder); (ii) the payment of fees, costs, and expenses incurred in connection with the transactions contemplated by the Credit Agreement and the Loan Documents; (iii) working capital and general corporate purposes of the Company and its subsidiaries in the ordinary course of business; (iv) Permitted Acquisitions (as defined in the Credit Agreement); and (v) capital expenditures in the ordinary course of business;

(g) Designation of Authorized Signatories. The authorization and designation of the following officers of the Company to execute and deliver the Credit Agreement, the Loan Documents, and all related documents, instruments, certificates, and agreements on behalf of the Company, and to take all actions necessary, appropriate, or desirable in connection therewith, each acting alone and without the necessity of the joinder or consent of any other officer: (i) Derek Whitmore, Chief Executive Officer and Co-Founder; (ii) Sandra Petrova, Chief Financial Officer; and (iii) Gregory Alston, General Counsel and Secretary; and

(h) General Authorization. The authorization of any officer of the Company, acting singly, to take all further actions and to execute and deliver all further documents, instruments, certificates, and agreements as may be necessary, appropriate, or advisable in connection with the transactions contemplated by the Credit Agreement and the Loan Documents, the execution and delivery of any such document by such officer to be conclusive evidence of the Company's approval thereof.

Section 3. Incumbency

The undersigned hereby certifies that each of the following persons is a duly elected or appointed officer of Whitmore Aerospace LLC, currently holds the office set forth opposite his or her respective name below, and that the signature set forth opposite his or her respective name is the true and genuine signature of such person:

The undersigned further certifies that each of the foregoing individuals is duly authorized to execute and deliver the Credit Agreement and each of the Loan Documents on behalf of the Company, and to take such other actions as may be necessary, appropriate, or advisable in connection therewith, in each case as authorized by the Resolutions adopted by the members of the Company on January 22, 2026, and pursuant to the authority vested in such officers under the LLC Agreement. Each of the foregoing individuals may act singly in executing and delivering any Loan Document or taking any action contemplated thereby, without the necessity of the joinder or consent of any other officer or person.

The undersigned further certifies that each of the foregoing persons has been continuously serving in the office set forth opposite his or her name above since a date prior to January 22, 2026 (the date the Resolutions were adopted) and continues to hold such office and serve in such capacity as of the date hereof. No action has been taken to remove, replace, or otherwise change the officers of the Company from those identified above, nor has any such action been authorized, initiated, or contemplated.

Section 4. Good Standing

The undersigned hereby certifies that attached hereto as Exhibit D is a certificate of good standing (or equivalent certificate of status or legal existence) for Whitmore Aerospace LLC issued by the Secretary of State of the State of Delaware, the jurisdiction of formation of the Company, which certificate is dated not more than ten (10) days prior to the date hereof. Such certificate confirms that the Company is duly formed, validly existing, and in good standing under the laws of the State of Delaware as of the date of such certificate.

The undersigned further certifies that attached hereto as Exhibit D-1 is a certificate of authority to transact business (or equivalent certificate of good standing or registration) for Whitmore Aerospace LLC issued by the Virginia State Corporation Commission, the Commonwealth of Virginia, confirming that the Company is duly registered and authorized to transact business in the Commonwealth of Virginia as a foreign limited liability company. Such certificate is dated not more than ten (10) days prior to the date hereof.

Section 5. Additional Certifications

5.1 No Dissolution or Bankruptcy. The undersigned hereby certifies that no proceedings have been instituted or are pending or, to the knowledge of the undersigned, threatened for the dissolution, merger, consolidation, conversion, domestication, or liquidation of the Company, whether voluntary or involuntary, under the DLLCA or any other applicable law. No certificate of cancellation, certificate of merger, certificate of conversion, certificate of domestication, or certificate of dissolution has been filed with the Secretary of State of the State of Delaware or any other governmental authority with respect to the Company, and no proceedings for the filing of any such certificate have been authorized, initiated, or contemplated.

The undersigned further certifies that no petition in bankruptcy, petition for reorganization, or similar proceeding has been filed by or, to the knowledge of the undersigned, against the Company under Title 11 of the United States Code or any similar federal or state insolvency law, and no receiver, trustee, custodian, conservator, liquidator, or similar officer has been appointed for the Company or for any substantial part of its property or assets. The Company is not insolvent (as such term is defined in the Uniform Fraudulent Transfer Act, the Bankruptcy Code, or any similar applicable law), and the Company is not contemplating the commencement of any case or proceeding under any bankruptcy, insolvency, reorganization, receivership, or similar law.

5.2 No Conflict. The undersigned hereby certifies that, based upon his review as General Counsel and Secretary of the Company and to the best of his knowledge after due inquiry, the execution, delivery, and performance by the Company of the Credit Agreement and each of the other Loan Documents, and the consummation of the transactions contemplated thereby, do not and will not: (a) violate, conflict with, or result in a breach or default under the Certificate of Formation or the LLC Agreement of the Company; (b) violate, conflict with, or result in a breach or default under any resolution, consent, or other action duly adopted by the members or managers of the Company; or (c) violate, conflict with, or result in a breach of or default under any material agreement, contract, indenture, mortgage, deed of trust, instrument, order, judgment, decree, or other obligation to which the Company is a party or by which the Company or any of its properties or assets may be bound or affected, in each case in any manner that would reasonably be expected to have a Material Adverse Effect. No consent, approval, license, permit, order, or authorization of, or registration, qualification, declaration, or filing with, any governmental authority or any other person is required in connection with the execution, delivery, and performance of the Loan Documents by the Company or the consummation of the transactions contemplated thereby, except for (i) filings and recordings required to perfect the security interests and liens granted pursuant to the Loan Documents (including UCC-1 financing statement filings and the recording of the Deed of Trust), and (ii) such consents, approvals, and filings as have been obtained or made prior to the date hereof.

5.3 Entity Identification. The undersigned hereby certifies the following identifying information with respect to the Company:

(a) Federal Employer Identification Number (EIN): 82-3194567

(b) Delaware Secretary of State Filing Number: 5738291

(c) Organizational Identification Number (Delaware): 5738291 (as used for Uniform Commercial Code filing purposes with the Delaware Division of Corporations, which serves as the office for filing of UCC financing statements with respect to the Company as a "registered organization" under Article 9 of the Uniform Commercial Code)

The Company's exact legal name, as reflected in the Certificate of Formation currently on file with the Secretary of State of the State of Delaware, is "Whitmore Aerospace LLC." The Company has not used any other legal name, trade name, fictitious business name, or assumed name at any time during the five (5) years preceding the date hereof, except as disclosed to the Administrative Agent in writing.

Section 6. Reliance

This Certificate is furnished to Prescott National Bank, N.A., in its capacities as Administrative Agent and Collateral Agent under the Credit Agreement, and to each of the Lenders party to the Credit Agreement from time to time, and each such person and its successors and assigns is entitled to rely conclusively on the certifications, representations, and statements made herein in connection with the Credit Agreement, the Loan Documents, and the transactions contemplated thereby, including, without limitation, in connection with the satisfaction of the conditions precedent set forth in Section 4.01 of the Credit Agreement.

This Certificate is also furnished for the benefit of Caldwell Pryor & Shea LLP, counsel to the Administrative Agent, and Calderwood & Harkness LLP, counsel to the Borrower, in connection with the legal opinions being delivered on the date hereof pursuant to Section 4.01(a)(v) of the Credit Agreement, and each such firm is entitled to rely on the certifications, representations, and statements made herein in rendering such legal opinions.

The undersigned understands and acknowledges that the Administrative Agent, the Lenders, and their respective counsel are relying upon the accuracy and completeness of this Certificate and the exhibits attached hereto in entering into the Credit Agreement, extending credit to the Company thereunder, and performing their respective obligations under the Loan Documents.

[SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF, the undersigned has executed this Secretary's and Officer's Certificate as of January 30, 2026.

WHITMORE AEROSPACE LLC

By: ________

Name: Gregory Alston

Title: General Counsel and Secretary

COUNTER-CERTIFICATION — INCUMBENCY VERIFICATION

The undersigned, Derek Whitmore, Chief Executive Officer and Co-Founder of Whitmore Aerospace LLC, hereby certifies that Gregory Alston is the duly appointed General Counsel and Secretary of Whitmore Aerospace LLC, that he has been serving in such capacity continuously since prior to January 22, 2026 and continues to serve in such capacity as of the date hereof, that he is authorized to execute and deliver the foregoing Secretary's and Officer's Certificate on behalf of the Company, and that his signature appearing above is his true and genuine signature.

WHITMORE AEROSPACE LLC

By: ________

Name: Derek Whitmore

Title: Chief Executive Officer & Co-Founder

Date: January 30, 2026

LIST OF EXHIBITS

EXHIBIT A

Certificate of Formation of Whitmore Aerospace LLC

Delaware Secretary of State Filing No. 5738291

[Attached behind this page is a certified copy of the Certificate of Formation of Whitmore Aerospace LLC, as filed with the Secretary of State of the State of Delaware, Filing No. 5738291, together with all amendments thereto through the date hereof.]

EXHIBIT B

Amended and Restated Limited Liability Company Agreement of Whitmore Aerospace LLC

[Attached behind this page is a certified copy of the Amended and Restated Limited Liability Company Agreement of Whitmore Aerospace LLC, as currently in full force and effect.]

Note: The LLC Agreement reflects, among other things, Ridgeway Capital Partners Fund IV, LP (EIN 83-1267450), a Delaware limited partnership, as the holder of approximately 72% of the outstanding membership interests of the Company (having acquired a controlling interest in the Company in 2019), together with the management, governance, and operational provisions of the Company, including the authority of the members and officers to authorize and enter into material transactions on behalf of the Company.

EXHIBIT C

Resolutions of the Members of Whitmore Aerospace LLC

Adopted by Written Consent in Lieu of a Meeting

January 22, 2026

WRITTEN CONSENT OF THE MEMBERS OF WHITMORE AEROSPACE LLC

Adopted as of January 22, 2026

The undersigned, constituting the members of Whitmore Aerospace LLC, a Delaware limited liability company (the "Company"), holding in the aggregate not less than a majority-in-interest of the outstanding membership interests of the Company, hereby adopt the following resolutions by written consent in lieu of a meeting, without notice and without a meeting, in accordance with Section 7.02 of the Amended and Restated Limited Liability Company Agreement of the Company, dated as of September 15, 2019 (the "LLC Agreement"), and Section 18-302 of the Delaware Limited Liability Company Act, 6 Del. C. § 18-101 et seq. (the "DLLCA"). These resolutions shall be effective as of the date first written above.

RECITALS

WHEREAS, the Company desires to enter into a $450,000,000 Senior Secured Revolving Credit Agreement (the "Credit Agreement"), among the Company, as Borrower, Whitmore Propulsion Systems, Inc. ("WPS"), Whitmore Avionics Holdings LLC ("WAH"), Whitmore Defense Solutions, Inc. ("WDS"), and Whitmore Precision Machining LLC ("WPM"), as Subsidiary Guarantors (collectively, the "Subsidiary Guarantors"), the Lenders party thereto from time to time, and Prescott National Bank, N.A., a national banking association, as Administrative Agent, Collateral Agent, and Swingline Lender (the "Administrative Agent"), providing for a senior secured revolving credit facility in an aggregate principal amount of up to $450,000,000, including a letter of credit subfacility and a swingline subfacility;

WHEREAS, in connection with the Credit Agreement, the Company desires to execute and deliver certain ancillary agreements, documents, instruments, and certificates (together with the Credit Agreement, collectively, the "Loan Documents"), including, without limitation, the Guarantee Agreement, the Pledge and Security Agreement, the Equity Pledge Agreement, the Deed of Trust encumbering the Company's real property located at 2400 Centennial Tower Drive, Suite 800, Herndon, Virginia 20170, and the Promissory Notes;

WHEREAS, the proceeds of borrowings under the Credit Agreement will be used, among other things, to refinance in full the Company's existing $210,000,000 senior secured term loan with Prescott National Bank, N.A., dated as of March 15, 2021 (the "Existing Term Loan"), with an estimated payoff amount of approximately $169,312,500, and for working capital, general corporate purposes, permitted acquisitions, and capital expenditures in the ordinary course of business;

WHEREAS, in connection with the Credit Agreement, the Company will be required to grant liens, security interests, pledges, and encumbrances on substantially all of its assets, including the pledge of 100% of the equity interests held by the Company in each of its direct domestic subsidiaries (WPS, WAH, WDS, and WPM), and to execute and deliver a Deed of Trust encumbering the Company's Herndon, Virginia real property (most recent appraised value of approximately $32,000,000);

WHEREAS, the members of the Company have reviewed the terms and conditions of the Credit Agreement and the Loan Documents, and have determined that the execution, delivery, and performance of the Credit Agreement and the Loan Documents, and the consummation of the transactions contemplated thereby, are in the best interests of the Company and its members;

NOW, THEREFORE, BE IT:

RESOLVED, that the Company is hereby authorized to enter into, execute, deliver, and perform its obligations under the Credit Agreement, providing for a senior secured revolving credit facility in an aggregate principal amount of up to $450,000,000, in substantially the form presented to the members, with such changes, modifications, and amendments thereto as the officers of the Company executing the same shall deem necessary, appropriate, or advisable, the execution thereof by such officers to be conclusive evidence of such determination and approval;

FURTHER RESOLVED, that the Company is hereby authorized to execute, deliver, and perform its obligations under each of the Loan Documents, including, without limitation, the Guarantee Agreement, the Pledge and Security Agreement, the Equity Pledge Agreement, the Deed of Trust, the Promissory Notes, and each other agreement, certificate, instrument, or document contemplated by or delivered pursuant to the Credit Agreement, in each case in substantially the form approved by the officers of the Company, with such changes, modifications, and additions as the officers executing the same shall deem necessary, appropriate, or advisable;

FURTHER RESOLVED, that the Company is hereby authorized to grant to Prescott National Bank, N.A., as Collateral Agent for the ratable benefit of the Secured Parties, liens, security interests, pledges, and encumbrances in, on, and to substantially all of the assets of the Company, whether now owned or hereafter acquired, tangible and intangible, real and personal, including, without limitation, the execution and delivery of the Deed of Trust encumbering the Company's fee simple interest in the real property and improvements located at 2400 Centennial Tower Drive, Suite 800, Herndon, Virginia 20170 (most recent appraised value of approximately $32,000,000), and the filing of UCC-1 financing statements in each applicable jurisdiction, all as more fully described in the Pledge and Security Agreement and the other Loan Documents;

FURTHER RESOLVED, that the Company is hereby authorized to pledge one hundred percent (100%) of the equity interests held by the Company in each of its direct domestic subsidiaries, including: (i) Whitmore Propulsion Systems, Inc. (a Delaware corporation); (ii) Whitmore Avionics Holdings LLC (a Delaware limited liability company); (iii) Whitmore Defense Solutions, Inc. (a Virginia corporation); and (iv) Whitmore Precision Machining LLC (a Delaware limited liability company), in each case pursuant to the Equity Pledge Agreement, the Pledge and Security Agreement, and such other Loan Documents as may be required, together with the delivery of stock certificates (where applicable), executed blank stock powers, membership interest powers, and such other transfer instruments and documentation as the Administrative Agent may reasonably request;

FURTHER RESOLVED, that the Company is hereby authorized to borrow revolving loans, request the issuance of letters of credit, request swingline loans, and incur other obligations under the Credit Agreement from time to time, in each case up to the total aggregate facility commitment of $450,000,000 (or such lesser or greater amount as may be in effect from time to time pursuant to the terms of the Credit Agreement), and to repay, prepay, refinance, reborrow, and otherwise manage the Company's borrowings and obligations thereunder in accordance with the terms and conditions of the Credit Agreement;

FURTHER RESOLVED, that the following officers of the Company are hereby designated and authorized as authorized signatories for all purposes in connection with the Credit Agreement and the Loan Documents, each acting alone and without the necessity of the joinder or consent of any other officer or person:

(i) Derek Whitmore, Chief Executive Officer & Co-Founder;

(ii) Sandra Petrova, Chief Financial Officer; and

(iii) Gregory Alston, General Counsel & Secretary;

and each such officer is hereby authorized to execute and deliver, on behalf of the Company, the Credit Agreement, each of the Loan Documents, and all related agreements, documents, instruments, certificates, requests, notices, and other communications, and to take all actions that such officer, in his or her sole discretion, deems necessary, appropriate, or advisable in connection with the transactions contemplated by the Credit Agreement and the Loan Documents;

FURTHER RESOLVED, that any officer of the Company, acting singly, is hereby authorized, empowered, and directed to take all such further actions, to execute and deliver all such further agreements, documents, instruments, certificates, and communications, and to pay all such fees, costs, and expenses as such officer, in his or her sole discretion, may deem necessary, appropriate, or advisable in order to fully carry out the intent and purposes of the foregoing resolutions and to consummate the transactions contemplated by the Credit Agreement and the Loan Documents, the taking of any such action or the execution and delivery of any such document to be conclusive evidence of such officer's determination that the same is necessary, appropriate, or advisable;

FURTHER RESOLVED, that any and all actions heretofore taken by any officer or authorized representative of the Company in connection with the negotiation, execution, and delivery of the Credit Agreement and the Loan Documents, and the consummation of the transactions contemplated thereby, are hereby ratified, confirmed, adopted, and approved in all respects.

[MEMBER SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF, the undersigned members have executed this Written Consent of the Members as of January 22, 2026.

RIDGEWAY CAPITAL PARTNERS FUND IV, LP (72% Membership Interest)

By: Ridgeway Capital Partners LLC, its General Partner

By: ________

Name: Jonathan Kessler

Title: Managing Partner

Date: January 22, 2026

DEREK WHITMORE (Individually, as a Member)

________________________________________

Derek Whitmore

Date: January 22, 2026

WHITMORE FAMILY HOLDINGS TRUST (as a Member)

By: ________

Name: Derek Whitmore

Title: Trustee

Date: January 22, 2026

EXHIBIT D

Certificate of Good Standing — Delaware

Whitmore Aerospace LLC

Delaware Secretary of State Filing No. 5738291

[Attached behind this page is a certificate of good standing (certificate of status) for Whitmore Aerospace LLC issued by the Secretary of State of the State of Delaware, Filing No. 5738291, dated not more than ten (10) days prior to January 30, 2026.]

EXHIBIT D-1

Certificate of Authority / Good Standing — Virginia

Whitmore Aerospace LLC (as a Foreign Limited Liability Company)

Virginia State Corporation Commission

[Attached behind this page is a certificate of authority to transact business / certificate of good standing for Whitmore Aerospace LLC (as a foreign limited liability company) issued by the Virginia State Corporation Commission, confirming that the Company is duly registered and authorized to transact business in the Commonwealth of Virginia, dated not more than ten (10) days prior to January 30, 2026.]

Name	Title	Specimen Signature
Derek Whitmore	Chief Executive Officer & Co-Founder	________
Sandra Petrova	Chief Financial Officer	________
Gregory Alston	General Counsel & Secretary	________
Exhibit	Description
Exhibit A	Certificate of Formation of Whitmore Aerospace LLC (Delaware)
Exhibit B	Amended and Restated Limited Liability Company Agreement of Whitmore Aerospace LLC
Exhibit C	Resolutions of the Members of Whitmore Aerospace LLC (January 22, 2026)
Exhibit D	Certificate of Good Standing — Delaware Secretary of State
Exhibit D-1	Certificate of Authority / Good Standing — Virginia State Corporation Commission

SECRETARY'S AND OFFICER'S CERTIFICATE OF WHITMORE AEROSPACE LLC
Dated as of January 30, 2026
Delivered pursuant to Section 4.01(a)(iv) of the Credit Agreement dated as of January 30, 2026 (as defined below)
Reference: This Secretary's and Officer's Certificate (this "Certificate") is delivered pursuant to Section 4.01(a)(iv) of the Credit Agreement dated as of January 30, 2026 (as amended, restated, supplemented, or otherwise modified from time to time, the "Credit Agreement"), among Whitmore Aerospace LLC, a Delaware limited liability company (the "Borrower" or the "Company"), the Subsidiary Guarantors party thereto from time to time, the Lenders party thereto from time to time, and Prescott National Bank, N.A., a national banking association, as Administrative Agent, Collateral Agent, and Swingline Lender (in such capacities, the "Administrative Agent" or "Agent").
Certifying Officer: Gregory Alston, General Counsel and Secretary of Whitmore Aerospace LLC.
RECITALS
A. The undersigned, Gregory Alston, hereby states and certifies that he is the duly appointed General Counsel and Secretary of Whitmore Aerospace LLC, a limited liability company duly formed and validly existing under the laws of the State of Delaware (Delaware Secretary of State Filing No. 5738291), with its principal executive office located at 2400 Centennial Tower Drive, Suite 800, Herndon, Virginia 20170, and with Federal Employer Identification Number 82-3194567. In such capacity, the undersigned has access to the books and records of the Company, including, without limitation, the Certificate of Formation, the Limited Liability Company Agreement, and the minutes and resolutions of the members of the Company, and is authorized to execute and deliver this Certificate on behalf of the Company.
B. This Certificate is delivered in connection with that certain $450,000,000 Senior Secured Revolving Credit Agreement dated as of January 30, 2026 (the "Credit Agreement"), and all related Loan Documents executed and delivered in connection therewith, including, without limitation: (i) the Guarantee Agreement dated as of January 30, 2026 (the "Guarantee Agreement"), among the Subsidiary Guarantors and the Administrative Agent; (ii) the Pledge and Security Agreement dated as of January 30, 2026 (the "Pledge and Security Agreement"), among the Company, the Subsidiary Guarantors, and the Administrative Agent, as Collateral Agent; (iii) the Equity Pledge Agreement dated as of January 30, 2026 (the "Equity Pledge Agreement"), among the Company and the Administrative Agent, as Collateral Agent; (iv) the Deed of Trust, Assignment of Leases and Rents, Security Agreement, and Fixture Filing dated as of January 30, 2026, encumbering the real property located at 2400 Centennial Tower Drive, Suite 800, Herndon, Virginia 20170 (the "Deed of Trust"); and (v) the Promissory Notes executed by the Company in favor of each Lender (the "Promissory Notes" and, together with the Credit Agreement, the Guarantee Agreement, the Pledge and Security Agreement, the Equity Pledge Agreement, the Deed of Trust, and each other agreement, certificate, instrument, or document contemplated by or delivered in connection with the Credit Agreement, collectively, the "Loan Documents").
C. Capitalized terms used but not otherwise defined in this Certificate shall have the respective meanings ascribed to such terms in the Credit Agreement. The rules of construction and interpretation set forth in Section 1.02 of the Credit Agreement shall apply to this Certificate, mutatis mutandis.
D. This Certificate is being delivered to satisfy the conditions precedent to the effectiveness of the Credit Agreement and the initial funding and initial borrowings thereunder, as set forth in Section 4.01 of the Credit Agreement (the "Closing Date Conditions"), including, without limitation, Section 4.01(a)(iv) thereof, which requires the delivery by the Company of a certificate of the Secretary or an Assistant Secretary of the Company certifying the names and true signatures of the officers of the Company authorized to sign the Loan Documents, together with copies of the Company's organizational documents, good standing certificates, and authorizing resolutions, all in form and substance reasonably satisfactory to the Administrative Agent.
CERTIFICATIONS
The undersigned, Gregory Alston, in his capacity as General Counsel and Secretary of Whitmore Aerospace LLC, and not in his individual capacity, hereby certifies to the Administrative Agent, each Lender, and each other Secured Party, as follows:
Section 1. Organizational Documents
1.1 Certificate of Formation.  The undersigned hereby certifies that attached hereto as Exhibit A is a true, correct, and complete copy of the Certificate of Formation of Whitmore Aerospace LLC (the "Certificate of Formation"), as originally filed with the Secretary of State of the State of Delaware (Filing No. 5738291), together with all amendments, restatements, supplements, and other modifications thereto that have been filed with or accepted by the Secretary of State of the State of Delaware as of the date hereof. The Certificate of Formation, as so amended and reflected in Exhibit A, is the only certificate of formation or equivalent organizational filing that has been made with respect to the Company in the State of Delaware.
The undersigned further certifies that the Certificate of Formation has not been amended, restated, supplemented, or otherwise modified since the date of the most recent amendment reflected in Exhibit A, and that no action has been taken or authorized by the members, managers, or officers of the Company, and no proceedings have been initiated, pending, or threatened, for the purpose of amending, restating, or otherwise modifying the Certificate of Formation. No certificate of cancellation, certificate of merger, certificate of conversion, or certificate of dissolution has been filed with respect to the Company with the Secretary of State of the State of Delaware, and no proceedings have been initiated or are pending for the dissolution, liquidation, winding up, or termination of the Company, whether voluntary or involuntary.
1.2 Limited Liability Company Agreement.  The undersigned hereby certifies that attached hereto as Exhibit B is a true, correct, and complete copy of the Amended and Restated Limited Liability Company Agreement of Whitmore Aerospace LLC (the "LLC Agreement"), as currently in full force and effect as of the date hereof. The LLC Agreement constitutes the sole limited liability company agreement or operating agreement governing the management, operations, and affairs of the Company.
The undersigned further certifies that the LLC Agreement has not been further amended, restated, supplemented, or otherwise modified since the date thereof, except as reflected in Exhibit B, and that no action has been taken or authorized by the members, managers, or officers of the Company to amend, restate, supplement, or otherwise modify the LLC Agreement, except as set forth therein. The LLC Agreement sets forth the governance structure, management authority, and operational procedures of the Company, including, without limitation, the authorization of officers to execute and deliver documents and instruments, and to take actions, on behalf of the Company in the ordinary course of business and in connection with material transactions, including the transactions contemplated by the Credit Agreement and the Loan Documents.
Section 2. Resolutions and Authorizing Action
2.1 Member Resolutions.  The undersigned hereby certifies that attached hereto as Exhibit C are true, correct, and complete copies of the resolutions (the "Resolutions") duly adopted by the members of Whitmore Aerospace LLC, acting by written consent in lieu of a meeting, on January 22, 2026.
The undersigned further certifies that the Resolutions were duly adopted in accordance with the terms and provisions of the LLC Agreement and the applicable provisions of the Delaware Limited Liability Company Act, 6 Del. C. § 18-101 et seq. (the "DLLCA"). All requisite member approvals, consents, and authorizations required under the LLC Agreement and the DLLCA for the adoption of the Resolutions were duly obtained, including, without limitation, the written consent of the holders of a majority-in-interest of the membership interests of the Company as required by Section 7.02 of the LLC Agreement. No additional approvals, consents, authorizations, or votes of the members, managers, or any other person or entity are required in connection with the matters authorized by the Resolutions.
The undersigned further certifies that the Resolutions have not been amended, modified, rescinded, revoked, or superseded in whole or in part, and remain in full force and effect as of the date hereof, without modification or qualification of any kind. No action has been taken or authorized by the members, managers, or officers of the Company that would in any way limit, restrict, or impair the authority granted by the Resolutions.
The Resolutions authorize, among other things, the following actions on behalf of the Company:
(a) Entry into the Credit Agreement. The execution, delivery, and performance by the Company of the Credit Agreement, dated as of January 30, 2026, by and among the Company, as Borrower, the Subsidiary Guarantors party thereto, the Lenders party thereto, and Prescott National Bank, N.A., as Administrative Agent, Collateral Agent, and Swingline Lender, providing for a $450,000,000 senior secured revolving credit facility, including a letter of credit subfacility of up to $50,000,000 and a swingline subfacility of up to $25,000,000, with a maturity date of January 30, 2031, all on the terms and subject to the conditions set forth in the Credit Agreement;
(b) Execution of Ancillary Loan Documents. The execution, delivery, and performance by the Company of all ancillary Loan Documents, including, without limitation, the Guarantee Agreement, the Pledge and Security Agreement, the Equity Pledge Agreement, the Deed of Trust (encumbering the Herndon, Virginia property), the Promissory Notes, and each other agreement, certificate, instrument, or document contemplated by or delivered pursuant to the Credit Agreement, in each case in substantially the form approved by the officers of the Company with such changes, modifications, and additions as the officers executing the same shall deem necessary, appropriate, or advisable, the execution thereof by such officers to be conclusive evidence of such approval;
(c) Borrowings and Credit Utilization. The borrowing of revolving loans, the request for issuance of letters of credit, the request for swingline loans, and the incurrence of other obligations under the Credit Agreement, in each case from time to time, up to the total aggregate facility commitment of $450,000,000 (or such lesser or greater amount as may be in effect from time to time pursuant to the terms of the Credit Agreement, including any incremental facility increases permitted thereunder);
(d) Grant of Security Interests and Liens. The granting of security interests, liens, pledges, and encumbrances in and upon substantially all of the assets of the Company, whether now owned or hereafter acquired, tangible and intangible, real and personal, in favor of Prescott National Bank, N.A., as Collateral Agent for the ratable benefit of the Secured Parties, including, without limitation, the execution and delivery of the Deed of Trust encumbering the Company's fee simple interest in the real property and improvements located at 2400 Centennial Tower Drive, Suite 800, Herndon, Virginia 20170, and the filing of UCC-1 financing statements, mortgages, deeds of trust, and other perfection documentation in each applicable jurisdiction;
(e) Pledge of Subsidiary Equity Interests. The pledge of one hundred percent (100%) of the equity interests held by the Company in each of its direct domestic subsidiaries, including: (i) Whitmore Propulsion Systems, Inc., a Delaware corporation ("WPS"); (ii) Whitmore Avionics Holdings LLC, a Delaware limited liability company ("WAH"); (iii) Whitmore Defense Solutions, Inc., a Virginia corporation ("WDS"); and (iv) Whitmore Precision Machining LLC, a Delaware limited liability company ("WPM"), in each case pursuant to the Equity Pledge Agreement and the Pledge and Security Agreement, together with the delivery of stock certificates (where applicable) and executed blank stock powers, membership interest powers, or similar transfer instruments;
(f) Use of Proceeds. The application and use of the proceeds of borrowings under the Credit Agreement for the following purposes: (i) the refinancing in full of the existing $210,000,000 senior secured term loan facility with Prescott National Bank, N.A. dated as of March 15, 2021 (the "Existing Term Loan"), with an estimated payoff amount as of January 30, 2026 of approximately $169,312,500 (inclusive of accrued and unpaid interest, fees, and other amounts due thereunder); (ii) the payment of fees, costs, and expenses incurred in connection with the transactions contemplated by the Credit Agreement and the Loan Documents; (iii) working capital and general corporate purposes of the Company and its subsidiaries in the ordinary course of business; (iv) Permitted Acquisitions (as defined in the Credit Agreement); and (v) capital expenditures in the ordinary course of business;
(g) Designation of Authorized Signatories. The authorization and designation of the following officers of the Company to execute and deliver the Credit Agreement, the Loan Documents, and all related documents, instruments, certificates, and agreements on behalf of the Company, and to take all actions necessary, appropriate, or desirable in connection therewith, each acting alone and without the necessity of the joinder or consent of any other officer: (i) Derek Whitmore, Chief Executive Officer and Co-Founder; (ii) Sandra Petrova, Chief Financial Officer; and (iii) Gregory Alston, General Counsel and Secretary; and
(h) General Authorization. The authorization of any officer of the Company, acting singly, to take all further actions and to execute and deliver all further documents, instruments, certificates, and agreements as may be necessary, appropriate, or advisable in connection with the transactions contemplated by the Credit Agreement and the Loan Documents, the execution and delivery of any such document by such officer to be conclusive evidence of the Company's approval thereof.
Section 3. Incumbency
The undersigned hereby certifies that each of the following persons is a duly elected or appointed officer of Whitmore Aerospace LLC, currently holds the office set forth opposite his or her respective name below, and that the signature set forth opposite his or her respective name is the true and genuine signature of such person:
The undersigned further certifies that each of the foregoing individuals is duly authorized to execute and deliver the Credit Agreement and each of the Loan Documents on behalf of the Company, and to take such other actions as may be necessary, appropriate, or advisable in connection therewith, in each case as authorized by the Resolutions adopted by the members of the Company on January 22, 2026, and pursuant to the authority vested in such officers under the LLC Agreement. Each of the foregoing individuals may act singly in executing and delivering any Loan Document or taking any action contemplated thereby, without the necessity of the joinder or consent of any other officer or person.
The undersigned further certifies that each of the foregoing persons has been continuously serving in the office set forth opposite his or her name above since a date prior to January 22, 2026 (the date the Resolutions were adopted) and continues to hold such office and serve in such capacity as of the date hereof. No action has been taken to remove, replace, or otherwise change the officers of the Company from those identified above, nor has any such action been authorized, initiated, or contemplated.
Section 4. Good Standing
The undersigned hereby certifies that attached hereto as Exhibit D is a certificate of good standing (or equivalent certificate of status or legal existence) for Whitmore Aerospace LLC issued by the Secretary of State of the State of Delaware, the jurisdiction of formation of the Company, which certificate is dated not more than ten (10) days prior to the date hereof. Such certificate confirms that the Company is duly formed, validly existing, and in good standing under the laws of the State of Delaware as of the date of such certificate.
The undersigned further certifies that attached hereto as Exhibit D-1 is a certificate of authority to transact business (or equivalent certificate of good standing or registration) for Whitmore Aerospace LLC issued by the Virginia State Corporation Commission, the Commonwealth of Virginia, confirming that the Company is duly registered and authorized to transact business in the Commonwealth of Virginia as a foreign limited liability company. Such certificate is dated not more than ten (10) days prior to the date hereof.
Section 5. Additional Certifications
5.1 No Dissolution or Bankruptcy.  The undersigned hereby certifies that no proceedings have been instituted or are pending or, to the knowledge of the undersigned, threatened for the dissolution, merger, consolidation, conversion, domestication, or liquidation of the Company, whether voluntary or involuntary, under the DLLCA or any other applicable law. No certificate of cancellation, certificate of merger, certificate of conversion, certificate of domestication, or certificate of dissolution has been filed with the Secretary of State of the State of Delaware or any other governmental authority with respect to the Company, and no proceedings for the filing of any such certificate have been authorized, initiated, or contemplated.
The undersigned further certifies that no petition in bankruptcy, petition for reorganization, or similar proceeding has been filed by or, to the knowledge of the undersigned, against the Company under Title 11 of the United States Code or any similar federal or state insolvency law, and no receiver, trustee, custodian, conservator, liquidator, or similar officer has been appointed for the Company or for any substantial part of its property or assets. The Company is not insolvent (as such term is defined in the Uniform Fraudulent Transfer Act, the Bankruptcy Code, or any similar applicable law), and the Company is not contemplating the commencement of any case or proceeding under any bankruptcy, insolvency, reorganization, receivership, or similar law.
5.2 No Conflict.  The undersigned hereby certifies that, based upon his review as General Counsel and Secretary of the Company and to the best of his knowledge after due inquiry, the execution, delivery, and performance by the Company of the Credit Agreement and each of the other Loan Documents, and the consummation of the transactions contemplated thereby, do not and will not: (a) violate, conflict with, or result in a breach or default under the Certificate of Formation or the LLC Agreement of the Company; (b) violate, conflict with, or result in a breach or default under any resolution, consent, or other action duly adopted by the members or managers of the Company; or (c) violate, conflict with, or result in a breach of or default under any material agreement, contract, indenture, mortgage, deed of trust, instrument, order, judgment, decree, or other obligation to which the Company is a party or by which the Company or any of its properties or assets may be bound or affected, in each case in any manner that would reasonably be expected to have a Material Adverse Effect. No consent, approval, license, permit, order, or authorization of, or registration, qualification, declaration, or filing with, any governmental authority or any other person is required in connection with the execution, delivery, and performance of the Loan Documents by the Company or the consummation of the transactions contemplated thereby, except for (i) filings and recordings required to perfect the security interests and liens granted pursuant to the Loan Documents (including UCC-1 financing statement filings and the recording of the Deed of Trust), and (ii) such consents, approvals, and filings as have been obtained or made prior to the date hereof.
5.3 Entity Identification.  The undersigned hereby certifies the following identifying information with respect to the Company:
(a) Federal Employer Identification Number (EIN): 82-3194567
(b) Delaware Secretary of State Filing Number: 5738291
(c) Organizational Identification Number (Delaware): 5738291 (as used for Uniform Commercial Code filing purposes with the Delaware Division of Corporations, which serves as the office for filing of UCC financing statements with respect to the Company as a "registered organization" under Article 9 of the Uniform Commercial Code)
The Company's exact legal name, as reflected in the Certificate of Formation currently on file with the Secretary of State of the State of Delaware, is "Whitmore Aerospace LLC." The Company has not used any other legal name, trade name, fictitious business name, or assumed name at any time during the five (5) years preceding the date hereof, except as disclosed to the Administrative Agent in writing.
Section 6. Reliance
This Certificate is furnished to Prescott National Bank, N.A., in its capacities as Administrative Agent and Collateral Agent under the Credit Agreement, and to each of the Lenders party to the Credit Agreement from time to time, and each such person and its successors and assigns is entitled to rely conclusively on the certifications, representations, and statements made herein in connection with the Credit Agreement, the Loan Documents, and the transactions contemplated thereby, including, without limitation, in connection with the satisfaction of the conditions precedent set forth in Section 4.01 of the Credit Agreement.
This Certificate is also furnished for the benefit of Caldwell Pryor & Shea LLP, counsel to the Administrative Agent, and Calderwood & Harkness LLP, counsel to the Borrower, in connection with the legal opinions being delivered on the date hereof pursuant to Section 4.01(a)(v) of the Credit Agreement, and each such firm is entitled to rely on the certifications, representations, and statements made herein in rendering such legal opinions.
The undersigned understands and acknowledges that the Administrative Agent, the Lenders, and their respective counsel are relying upon the accuracy and completeness of this Certificate and the exhibits attached hereto in entering into the Credit Agreement, extending credit to the Company thereunder, and performing their respective obligations under the Loan Documents.
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, the undersigned has executed this Secretary's and Officer's Certificate as of January 30, 2026.
WHITMORE AEROSPACE LLC
By: ________
Name: Gregory Alston
Title: General Counsel and Secretary
COUNTER-CERTIFICATION — INCUMBENCY VERIFICATION
The undersigned, Derek Whitmore, Chief Executive Officer and Co-Founder of Whitmore Aerospace LLC, hereby certifies that Gregory Alston is the duly appointed General Counsel and Secretary of Whitmore Aerospace LLC, that he has been serving in such capacity continuously since prior to January 22, 2026 and continues to serve in such capacity as of the date hereof, that he is authorized to execute and deliver the foregoing Secretary's and Officer's Certificate on behalf of the Company, and that his signature appearing above is his true and genuine signature.
WHITMORE AEROSPACE LLC
By: ________
Name: Derek Whitmore
Title: Chief Executive Officer & Co-Founder
Date: January 30, 2026
LIST OF EXHIBITS
EXHIBIT A
Certificate of Formation of Whitmore Aerospace LLC
Delaware Secretary of State Filing No. 5738291
[Attached behind this page is a certified copy of the Certificate of Formation of Whitmore Aerospace LLC, as filed with the Secretary of State of the State of Delaware, Filing No. 5738291, together with all amendments thereto through the date hereof.]
EXHIBIT B
Amended and Restated Limited Liability Company Agreement of Whitmore Aerospace LLC
[Attached behind this page is a certified copy of the Amended and Restated Limited Liability Company Agreement of Whitmore Aerospace LLC, as currently in full force and effect.]
Note: The LLC Agreement reflects, among other things, Ridgeway Capital Partners Fund IV, LP (EIN 83-1267450), a Delaware limited partnership, as the holder of approximately 72% of the outstanding membership interests of the Company (having acquired a controlling interest in the Company in 2019), together with the management, governance, and operational provisions of the Company, including the authority of the members and officers to authorize and enter into material transactions on behalf of the Company.
EXHIBIT C
Resolutions of the Members of Whitmore Aerospace LLC
Adopted by Written Consent in Lieu of a Meeting
January 22, 2026
WRITTEN CONSENT OF THE MEMBERS OF WHITMORE AEROSPACE LLC
Adopted as of January 22, 2026
The undersigned, constituting the members of Whitmore Aerospace LLC, a Delaware limited liability company (the "Company"), holding in the aggregate not less than a majority-in-interest of the outstanding membership interests of the Company, hereby adopt the following resolutions by written consent in lieu of a meeting, without notice and without a meeting, in accordance with Section 7.02 of the Amended and Restated Limited Liability Company Agreement of the Company, dated as of September 15, 2019 (the "LLC Agreement"), and Section 18-302 of the Delaware Limited Liability Company Act, 6 Del. C. § 18-101 et seq. (the "DLLCA"). These resolutions shall be effective as of the date first written above.
RECITALS
WHEREAS, the Company desires to enter into a $450,000,000 Senior Secured Revolving Credit Agreement (the "Credit Agreement"), among the Company, as Borrower, Whitmore Propulsion Systems, Inc. ("WPS"), Whitmore Avionics Holdings LLC ("WAH"), Whitmore Defense Solutions, Inc. ("WDS"), and Whitmore Precision Machining LLC ("WPM"), as Subsidiary Guarantors (collectively, the "Subsidiary Guarantors"), the Lenders party thereto from time to time, and Prescott National Bank, N.A., a national banking association, as Administrative Agent, Collateral Agent, and Swingline Lender (the "Administrative Agent"), providing for a senior secured revolving credit facility in an aggregate principal amount of up to $450,000,000, including a letter of credit subfacility and a swingline subfacility;
WHEREAS, in connection with the Credit Agreement, the Company desires to execute and deliver certain ancillary agreements, documents, instruments, and certificates (together with the Credit Agreement, collectively, the "Loan Documents"), including, without limitation, the Guarantee Agreement, the Pledge and Security Agreement, the Equity Pledge Agreement, the Deed of Trust encumbering the Company's real property located at 2400 Centennial Tower Drive, Suite 800, Herndon, Virginia 20170, and the Promissory Notes;
WHEREAS, the proceeds of borrowings under the Credit Agreement will be used, among other things, to refinance in full the Company's existing $210,000,000 senior secured term loan with Prescott National Bank, N.A., dated as of March 15, 2021 (the "Existing Term Loan"), with an estimated payoff amount of approximately $169,312,500, and for working capital, general corporate purposes, permitted acquisitions, and capital expenditures in the ordinary course of business;
WHEREAS, in connection with the Credit Agreement, the Company will be required to grant liens, security interests, pledges, and encumbrances on substantially all of its assets, including the pledge of 100% of the equity interests held by the Company in each of its direct domestic subsidiaries (WPS, WAH, WDS, and WPM), and to execute and deliver a Deed of Trust encumbering the Company's Herndon, Virginia real property (most recent appraised value of approximately $32,000,000);
WHEREAS, the members of the Company have reviewed the terms and conditions of the Credit Agreement and the Loan Documents, and have determined that the execution, delivery, and performance of the Credit Agreement and the Loan Documents, and the consummation of the transactions contemplated thereby, are in the best interests of the Company and its members;
NOW, THEREFORE, BE IT:
RESOLVED, that the Company is hereby authorized to enter into, execute, deliver, and perform its obligations under the Credit Agreement, providing for a senior secured revolving credit facility in an aggregate principal amount of up to $450,000,000, in substantially the form presented to the members, with such changes, modifications, and amendments thereto as the officers of the Company executing the same shall deem necessary, appropriate, or advisable, the execution thereof by such officers to be conclusive evidence of such determination and approval;
FURTHER RESOLVED, that the Company is hereby authorized to execute, deliver, and perform its obligations under each of the Loan Documents, including, without limitation, the Guarantee Agreement, the Pledge and Security Agreement, the Equity Pledge Agreement, the Deed of Trust, the Promissory Notes, and each other agreement, certificate, instrument, or document contemplated by or delivered pursuant to the Credit Agreement, in each case in substantially the form approved by the officers of the Company, with such changes, modifications, and additions as the officers executing the same shall deem necessary, appropriate, or advisable;
FURTHER RESOLVED, that the Company is hereby authorized to grant to Prescott National Bank, N.A., as Collateral Agent for the ratable benefit of the Secured Parties, liens, security interests, pledges, and encumbrances in, on, and to substantially all of the assets of the Company, whether now owned or hereafter acquired, tangible and intangible, real and personal, including, without limitation, the execution and delivery of the Deed of Trust encumbering the Company's fee simple interest in the real property and improvements located at 2400 Centennial Tower Drive, Suite 800, Herndon, Virginia 20170 (most recent appraised value of approximately $32,000,000), and the filing of UCC-1 financing statements in each applicable jurisdiction, all as more fully described in the Pledge and Security Agreement and the other Loan Documents;
FURTHER RESOLVED, that the Company is hereby authorized to pledge one hundred percent (100%) of the equity interests held by the Company in each of its direct domestic subsidiaries, including: (i) Whitmore Propulsion Systems, Inc. (a Delaware corporation); (ii) Whitmore Avionics Holdings LLC (a Delaware limited liability company); (iii) Whitmore Defense Solutions, Inc. (a Virginia corporation); and (iv) Whitmore Precision Machining LLC (a Delaware limited liability company), in each case pursuant to the Equity Pledge Agreement, the Pledge and Security Agreement, and such other Loan Documents as may be required, together with the delivery of stock certificates (where applicable), executed blank stock powers, membership interest powers, and such other transfer instruments and documentation as the Administrative Agent may reasonably request;
FURTHER RESOLVED, that the Company is hereby authorized to borrow revolving loans, request the issuance of letters of credit, request swingline loans, and incur other obligations under the Credit Agreement from time to time, in each case up to the total aggregate facility commitment of $450,000,000 (or such lesser or greater amount as may be in effect from time to time pursuant to the terms of the Credit Agreement), and to repay, prepay, refinance, reborrow, and otherwise manage the Company's borrowings and obligations thereunder in accordance with the terms and conditions of the Credit Agreement;
FURTHER RESOLVED, that the following officers of the Company are hereby designated and authorized as authorized signatories for all purposes in connection with the Credit Agreement and the Loan Documents, each acting alone and without the necessity of the joinder or consent of any other officer or person:
(i) Derek Whitmore, Chief Executive Officer & Co-Founder;
(ii) Sandra Petrova, Chief Financial Officer; and
(iii) Gregory Alston, General Counsel & Secretary;
and each such officer is hereby authorized to execute and deliver, on behalf of the Company, the Credit Agreement, each of the Loan Documents, and all related agreements, documents, instruments, certificates, requests, notices, and other communications, and to take all actions that such officer, in his or her sole discretion, deems necessary, appropriate, or advisable in connection with the transactions contemplated by the Credit Agreement and the Loan Documents;
FURTHER RESOLVED, that any officer of the Company, acting singly, is hereby authorized, empowered, and directed to take all such further actions, to execute and deliver all such further agreements, documents, instruments, certificates, and communications, and to pay all such fees, costs, and expenses as such officer, in his or her sole discretion, may deem necessary, appropriate, or advisable in order to fully carry out the intent and purposes of the foregoing resolutions and to consummate the transactions contemplated by the Credit Agreement and the Loan Documents, the taking of any such action or the execution and delivery of any such document to be conclusive evidence of such officer's determination that the same is necessary, appropriate, or advisable;
FURTHER RESOLVED, that any and all actions heretofore taken by any officer or authorized representative of the Company in connection with the negotiation, execution, and delivery of the Credit Agreement and the Loan Documents, and the consummation of the transactions contemplated thereby, are hereby ratified, confirmed, adopted, and approved in all respects.
[MEMBER SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, the undersigned members have executed this Written Consent of the Members as of January 22, 2026.
RIDGEWAY CAPITAL PARTNERS FUND IV, LP (72% Membership Interest)
By: Ridgeway Capital Partners LLC, its General Partner
By: ________
Name: Jonathan Kessler
Title: Managing Partner
Date: January 22, 2026
DEREK WHITMORE (Individually, as a Member)
________________________________________
Derek Whitmore
Date: January 22, 2026
WHITMORE FAMILY HOLDINGS TRUST (as a Member)
By: ________
Name: Derek Whitmore
Title: Trustee
Date: January 22, 2026
EXHIBIT D
Certificate of Good Standing — Delaware
Whitmore Aerospace LLC
Delaware Secretary of State Filing No. 5738291
[Attached behind this page is a certificate of good standing (certificate of status) for Whitmore Aerospace LLC issued by the Secretary of State of the State of Delaware, Filing No. 5738291, dated not more than ten (10) days prior to January 30, 2026.]
EXHIBIT D-1
Certificate of Authority / Good Standing — Virginia
Whitmore Aerospace LLC (as a Foreign Limited Liability Company)
Virginia State Corporation Commission
[Attached behind this page is a certificate of authority to transact business / certificate of good standing for Whitmore Aerospace LLC (as a foreign limited liability company) issued by the Virginia State Corporation Commission, confirming that the Company is duly registered and authorized to transact business in the Commonwealth of Virginia, dated not more than ten (10) days prior to January 30, 2026.]
Name | Title | Specimen Signature
Derek Whitmore | Chief Executive Officer & Co-Founder | ________
Sandra Petrova | Chief Financial Officer | ________
Gregory Alston | General Counsel & Secretary | ________
Exhibit | Description
Exhibit A | Certificate of Formation of Whitmore Aerospace LLC (Delaware)
Exhibit B | Amended and Restated Limited Liability Company Agreement of Whitmore Aerospace LLC
Exhibit C | Resolutions of the Members of Whitmore Aerospace LLC (January 22, 2026)
Exhibit D | Certificate of Good Standing — Delaware Secretary of State
Exhibit D-1 | Certificate of Authority / Good Standing — Virginia State Corporation Commission

SECRETARY'S AND OFFICER'S CERTIFICATE OF WHITMORE AEROSPACE LLC

RECITALS

CERTIFICATIONS

WHITMORE AEROSPACE LLC

WHITMORE AEROSPACE LLC

LIST OF EXHIBITS

EXHIBIT A

EXHIBIT B

EXHIBIT C

WRITTEN CONSENT OF THE MEMBERS OF WHITMORE AEROSPACE LLC

RECITALS

NOW, THEREFORE, BE IT:

EXHIBIT D

EXHIBIT D-1

Record

Parties

Dates

Amounts