[sheet: Instructions]

Section	Content
1. Purpose	This Form of Royalty Report (this 'Report') is Exhibit D to the Settlement Agreement and Mutual Release dated June 16, 2025 (the 'Agreement') among Solstice Biomedical Devices Ltd., Solstice Biomedical, Inc., and Apex Surgical Innovations, Inc. Capitalized terms used but not defined herein have the meanings set forth in the Agreement.
2. Reporting Entity	Solstice Biomedical Devices Ltd. (CRO No. 648217) and Solstice Biomedical, Inc. (EIN: 84-3291056) (collectively, 'Licensee'). Reports shall be submitted by the CFO or authorized designee of Licensee.
3. Reporting Frequency	Quarterly, within forty-five (45) days following the end of each calendar quarter (i.e., by May 15, August 14, November 14, and February 14 of the following year). The first reporting period commences on January 1, 2026.
4. Licensed Products	The 'Licensed Products' are: (a) PrecisionEdge™ PE-5000 Series (5 mm trocar assembly); (b) PrecisionEdge™ PE-12000 Series (12 mm trocar assembly); (c) PrecisionEdge™ PE-15000 Series (15 mm trocar assembly); and (d) any successors to any of the foregoing.
5. Licensed Patents	U.S. Patent No. 9,814,237 (exp. June 22, 2035); U.S. Patent No. 10,271,884 (exp. September 15, 2036); U.S. Patent No. 10,932,105 (exp. January 10, 2038); and any continuations, divisionals, or reissues thereof, as listed in Exhibit C to the Agreement.
6. Net Sales Definition	'Net Sales' means gross invoiced sales of Licensed Products less the following Permitted Deductions: (a) returns and allowances; (b) trade, quantity, and cash rebates; (c) chargebacks (including managed-care, GPO, and government-program chargebacks); (d) outbound freight, shipping, and handling charges; and (e) sales taxes, VAT, duties, and other governmental charges imposed on the sale. Intercompany transfers at cost are excluded unless subsequently sold to a third party.
7. Royalty Rate	3.75% of Net Sales of Licensed Products.
8. Royalty Floor	$500,000 per calendar year, beginning calendar year 2026. If cumulative quarterly royalties for a calendar year are below the floor, the shortfall is due with the Q4 report.
9. Royalty Cap	$1,800,000 per calendar year. Once cumulative quarterly royalties reach the cap, no further royalty payments are due for that calendar year; any overpayment is credited to the next calendar year.
10. Payment Instructions	All royalty payments shall be made by wire transfer in U.S. dollars to the account designated by Apex Surgical Innovations, Inc. (EIN: 51-0483762), as set forth in Section 4.3 of the Agreement.
11. Currency	All amounts shall be reported and paid in U.S. dollars. Sales invoiced in currencies other than U.S. dollars shall be converted at the average daily exchange rate published by the Federal Reserve for the applicable calendar quarter.
12. Certification	Each Report shall be signed by the CFO or an authorized officer of Licensee certifying the accuracy and completeness of the information provided.
13. Audit Rights	Pursuant to Section 5.6 of the Agreement, Apex has the right to audit Licensee's royalty records once per calendar year, at Apex's expense, unless the audit reveals an underpayment exceeding 5%, in which case Licensee bears the audit cost.
14. Submission	Reports shall be sent to: Apex Surgical Innovations, Inc., Attn: Chief IP Officer (Dr. Priya Chandrasekaran), 1220 North Market Street, Suite 550, Wilmington, DE 19801, with a copy to Hargrove, Tate & Bennington LLP, Attn: Victoria Stanton, 900 North King Street, Suite 1200, Wilmington, DE 19801. Electronic submission via PDF is acceptable if followed by a hard-copy original within five (5) business days.
15. Record Retention	Licensee shall maintain complete and accurate books and records supporting each Report for a period of not less than five (5) years following the calendar year to which the Report relates.

[sheet: Royalty Report Form]

Field / Line Item

EXHIBIT D — FORM OF ROYALTY REPORT

Pursuant to Settlement Agreement and Mutual Release dated June 16, 2025

SECTION A: HEADER INFORMATION

Reporting Entity Legal Name	[Insert: Solstice Biomedical Devices Ltd. / Solstice Biomedical, Inc.]
Reporting Entity Address	[Insert address]
Reporting Period (Calendar Quarter)	[Insert, e.g., Q1 2026 (January 1 – March 31, 2026)]
Report Date	[Insert date of report]
Prepared By (Name / Title)	[Insert]
Agreement Reference	Settlement Agreement and Mutual Release dated June 16, 2025, Case No. 1:24-cv-00587-RGA
C&H Matter No.	10294.0017

SECTION B: GROSS INVOICED SALES OF LICENSED PRODUCTS

B1. PrecisionEdge™ PE-5000 Series — Units Sold	[Insert number]
B2. PrecisionEdge™ PE-5000 Series — Gross Invoiced Sales ($)	[Insert amount]
B3. PrecisionEdge™ PE-12000 Series — Units Sold	[Insert number]
B4. PrecisionEdge™ PE-12000 Series — Gross Invoiced Sales ($)	[Insert amount]
B5. PrecisionEdge™ PE-15000 Series — Units Sold	[Insert number]
B6. PrecisionEdge™ PE-15000 Series — Gross Invoiced Sales ($)	[Insert amount]
B7. Successor Products (if any) — Units Sold	[Insert number]
B8. Successor Products (if any) — Gross Invoiced Sales ($)	[Insert amount]
B9. TOTAL GROSS INVOICED SALES	[Formula: = B2 + B4 + B6 + B8]

SECTION C: PERMITTED DEDUCTIONS

C1. Returns and Allowances	[Insert amount]
C2. Trade, Quantity, and Cash Rebates	[Insert amount]
C3. Chargebacks (Managed-Care, GPO, Government-Program)	[Insert amount]
C4. Outbound Freight, Shipping, and Handling	[Insert amount]
C5. Sales Taxes, VAT, Duties, and Other Governmental Charges	[Insert amount]
C6. TOTAL PERMITTED DEDUCTIONS	[Formula: = C1 + C2 + C3 + C4 + C5]

SECTION D: NET SALES AND ROYALTY CALCULATION

D1. Net Sales (this quarter)	[Formula: = B9 – C6]
D2. Applicable Royalty Rate	3.75%
D3. Royalty Due (this quarter, before floor/cap adjustment)	[Formula: = D1 × 3.75%]

SECTION E: YEAR-TO-DATE SUMMARY AND FLOOR / CAP ADJUSTMENT

E1. Cumulative Net Sales (YTD, including this quarter)	[Insert or formula: sum of D1 for all quarters in current CY]
E2. Cumulative Royalty at 3.75% (YTD)	[Formula: = E1 × 3.75%]
E3. Cumulative Royalties Previously Paid (YTD, prior quarters)	[Insert amount]
E4. Annual Royalty Floor	$500,000
E5. Annual Royalty Cap	$1,800,000
E6. Floor Adjustment (Q4 only: if E2 < $500,000, shortfall = $500,000 – E2)	[Insert amount or N/A]
E7. Cap Adjustment (if E2 > $1,800,000, excess credited to next CY)	[Insert amount or N/A]
E8. ROYALTY PAYMENT DUE THIS QUARTER	[Formula: = MIN(MAX(D3, Floor Shortfall if Q4), Cap Remaining); i.e., D3 adjusted for floor/cap; = MIN(D3, E5 – E3) unless Q4 floor adjustment applies]

SECTION F: PAYMENT DETAILS

F1. Payment Amount Due ($)	[= E8]
F2. Payment Due Date	[Insert: 45 days after quarter end]
F3. Wire Reference / Transaction ID	[To be completed upon payment]
F4. Payee	Apex Surgical Innovations, Inc.
F5. Payee Address	1220 North Market Street, Suite 550, Wilmington, DE 19801

SECTION G: CURRENCY CONVERSION (if applicable)

G1. Sales in Non-USD Currencies — Original Currency & Amount	[Insert if applicable]
G2. Exchange Rate Used (Fed. Reserve avg. daily rate for quarter)	[Insert if applicable]
G3. Converted Amount (USD)	[Insert if applicable]

G4. Note: Included in Gross Sales lines above

SECTION H: CERTIFICATION

I, the undersigned, certify that the information in this Royalty Report is true, correct, and complete in all material respects, and that the royalty payment set forth herein has been calculated in accordance with the Settlement Agreement and Mutual Release dated June 16, 2025.

Signature	____________________________
Printed Name	[Insert]
Title	[Insert, e.g., Chief Financial Officer]
Date	[Insert]

SECTION I: ADDITIONAL NOTES / EXPLANATIONS

[Insert any supplemental notes, e.g., description of successor products, adjustments, or corrections to prior quarter reports]

[sheet: Product Line Reference]

Product Line	Product Description	Applicable Licensed Patents	Patent Expiration Dates
PrecisionEdge™ PE-5000 Series	5 mm laparoscopic trocar assembly	U.S. Patent No. 9,814,237; U.S. Patent No. 10,271,884	June 22, 2035; September 15, 2036
PrecisionEdge™ PE-12000 Series	12 mm laparoscopic trocar assembly	U.S. Patent No. 9,814,237; U.S. Patent No. 10,271,884; U.S. Patent No. 10,932,105	June 22, 2035; September 15, 2036; January 10, 2038
PrecisionEdge™ PE-15000 Series	15 mm laparoscopic trocar assembly	U.S. Patent No. 10,271,884; U.S. Patent No. 10,932,105	September 15, 2036; January 10, 2038
Successor Products	[To be identified by Licensee as applicable]	Per Exhibit C to the Agreement	[Per Exhibit C]

[sheet: Deduction Definitions]

Deduction Category	Definition	Examples	Report Line Reference
Returns and Allowances	Credits or refunds issued for Licensed Products returned by customers, including defective or damaged units and contractual return allowances.	Product recalls, warranty returns, damaged-in-transit credits	C1
Trade, Quantity, and Cash Rebates	Rebates, volume discounts, and early-payment discounts actually credited or paid to customers or distributors.	Distributor volume rebates, prompt-pay discounts	C2
Chargebacks	Price adjustments paid or credited pursuant to managed-care contracts, group purchasing organization (GPO) agreements, or government-program pricing (e.g., Medicaid, VA/FSS).	GPO admin fees, Medicaid rebates, 340B chargebacks	C3
Outbound Freight, Shipping, and Handling	Actual costs of freight, shipping, insurance in transit, and handling charges for delivery of Licensed Products to customers, to the extent separately identified on invoices or otherwise documented.	Carrier charges, freight insurance, packaging materials for shipment	C4
Sales Taxes, VAT, Duties, and Other Governmental Charges	Sales, use, or value-added taxes, customs duties, and any other governmental charges or levies imposed on the sale or importation of Licensed Products, to the extent included in the invoiced amount.	State sales tax, EU VAT, import duties	C5

[sheet: Instructions]
Section | Content
1. Purpose | This Form of Royalty Report (this 'Report') is Exhibit D to the Settlement Agreement and Mutual Release dated June 16, 2025 (the 'Agreement') among Solstice Biomedical Devices Ltd., Solstice Biomedical, Inc., and Apex Surgical Innovations, Inc. Capitalized terms used but not defined herein have the meanings set forth in the Agreement.
2. Reporting Entity | Solstice Biomedical Devices Ltd. (CRO No. 648217) and Solstice Biomedical, Inc. (EIN: 84-3291056) (collectively, 'Licensee'). Reports shall be submitted by the CFO or authorized designee of Licensee.
3. Reporting Frequency | Quarterly, within forty-five (45) days following the end of each calendar quarter (i.e., by May 15, August 14, November 14, and February 14 of the following year). The first reporting period commences on January 1, 2026.
4. Licensed Products | The 'Licensed Products' are: (a) PrecisionEdge™ PE-5000 Series (5 mm trocar assembly); (b) PrecisionEdge™ PE-12000 Series (12 mm trocar assembly); (c) PrecisionEdge™ PE-15000 Series (15 mm trocar assembly); and (d) any successors to any of the foregoing.
5. Licensed Patents | U.S. Patent No. 9,814,237 (exp. June 22, 2035); U.S. Patent No. 10,271,884 (exp. September 15, 2036); U.S. Patent No. 10,932,105 (exp. January 10, 2038); and any continuations, divisionals, or reissues thereof, as listed in Exhibit C to the Agreement.
6. Net Sales Definition | 'Net Sales' means gross invoiced sales of Licensed Products less the following Permitted Deductions: (a) returns and allowances; (b) trade, quantity, and cash rebates; (c) chargebacks (including managed-care, GPO, and government-program chargebacks); (d) outbound freight, shipping, and handling charges; and (e) sales taxes, VAT, duties, and other governmental charges imposed on the sale. Intercompany transfers at cost are excluded unless subsequently sold to a third party.
7. Royalty Rate | 3.75% of Net Sales of Licensed Products.
8. Royalty Floor | $500,000 per calendar year, beginning calendar year 2026. If cumulative quarterly royalties for a calendar year are below the floor, the shortfall is due with the Q4 report.
9. Royalty Cap | $1,800,000 per calendar year. Once cumulative quarterly royalties reach the cap, no further royalty payments are due for that calendar year; any overpayment is credited to the next calendar year.
10. Payment Instructions | All royalty payments shall be made by wire transfer in U.S. dollars to the account designated by Apex Surgical Innovations, Inc. (EIN: 51-0483762), as set forth in Section 4.3 of the Agreement.
11. Currency | All amounts shall be reported and paid in U.S. dollars. Sales invoiced in currencies other than U.S. dollars shall be converted at the average daily exchange rate published by the Federal Reserve for the applicable calendar quarter.
12. Certification | Each Report shall be signed by the CFO or an authorized officer of Licensee certifying the accuracy and completeness of the information provided.
13. Audit Rights | Pursuant to Section 5.6 of the Agreement, Apex has the right to audit Licensee's royalty records once per calendar year, at Apex's expense, unless the audit reveals an underpayment exceeding 5%, in which case Licensee bears the audit cost.
14. Submission | Reports shall be sent to: Apex Surgical Innovations, Inc., Attn: Chief IP Officer (Dr. Priya Chandrasekaran), 1220 North Market Street, Suite 550, Wilmington, DE 19801, with a copy to Hargrove, Tate & Bennington LLP, Attn: Victoria Stanton, 900 North King Street, Suite 1200, Wilmington, DE 19801. Electronic submission via PDF is acceptable if followed by a hard-copy original within five (5) business days.
15. Record Retention | Licensee shall maintain complete and accurate books and records supporting each Report for a period of not less than five (5) years following the calendar year to which the Report relates.
[sheet: Royalty Report Form]
Field / Line Item | Value
EXHIBIT D — FORM OF ROYALTY REPORT
Pursuant to Settlement Agreement and Mutual Release dated June 16, 2025
SECTION A: HEADER INFORMATION
Reporting Entity Legal Name | [Insert: Solstice Biomedical Devices Ltd. / Solstice Biomedical, Inc.]
Reporting Entity Address | [Insert address]
Reporting Period (Calendar Quarter) | [Insert, e.g., Q1 2026 (January 1 – March 31, 2026)]
Report Date | [Insert date of report]
Prepared By (Name / Title) | [Insert]
Agreement Reference | Settlement Agreement and Mutual Release dated June 16, 2025, Case No. 1:24-cv-00587-RGA
C&H Matter No. | 10294.0017
SECTION B: GROSS INVOICED SALES OF LICENSED PRODUCTS
B1. PrecisionEdge™ PE-5000 Series — Units Sold | [Insert number]
B2. PrecisionEdge™ PE-5000 Series — Gross Invoiced Sales ($) | [Insert amount]
B3. PrecisionEdge™ PE-12000 Series — Units Sold | [Insert number]
B4. PrecisionEdge™ PE-12000 Series — Gross Invoiced Sales ($) | [Insert amount]
B5. PrecisionEdge™ PE-15000 Series — Units Sold | [Insert number]
B6. PrecisionEdge™ PE-15000 Series — Gross Invoiced Sales ($) | [Insert amount]
B7. Successor Products (if any) — Units Sold | [Insert number]
B8. Successor Products (if any) — Gross Invoiced Sales ($) | [Insert amount]
B9. TOTAL GROSS INVOICED SALES | [Formula: = B2 + B4 + B6 + B8]
SECTION C: PERMITTED DEDUCTIONS
C1. Returns and Allowances | [Insert amount]
C2. Trade, Quantity, and Cash Rebates | [Insert amount]
C3. Chargebacks (Managed-Care, GPO, Government-Program) | [Insert amount]
C4. Outbound Freight, Shipping, and Handling | [Insert amount]
C5. Sales Taxes, VAT, Duties, and Other Governmental Charges | [Insert amount]
C6. TOTAL PERMITTED DEDUCTIONS | [Formula: = C1 + C2 + C3 + C4 + C5]
SECTION D: NET SALES AND ROYALTY CALCULATION
D1. Net Sales (this quarter) | [Formula: = B9 – C6]
D2. Applicable Royalty Rate | 3.75%
D3. Royalty Due (this quarter, before floor/cap adjustment) | [Formula: = D1 × 3.75%]
SECTION E: YEAR-TO-DATE SUMMARY AND FLOOR / CAP ADJUSTMENT
E1. Cumulative Net Sales (YTD, including this quarter) | [Insert or formula: sum of D1 for all quarters in current CY]
E2. Cumulative Royalty at 3.75% (YTD) | [Formula: = E1 × 3.75%]
E3. Cumulative Royalties Previously Paid (YTD, prior quarters) | [Insert amount]
E4. Annual Royalty Floor | $500,000
E5. Annual Royalty Cap | $1,800,000
E6. Floor Adjustment (Q4 only: if E2 < $500,000, shortfall = $500,000 – E2) | [Insert amount or N/A]
E7. Cap Adjustment (if E2 > $1,800,000, excess credited to next CY) | [Insert amount or N/A]
E8. ROYALTY PAYMENT DUE THIS QUARTER | [Formula: = MIN(MAX(D3, Floor Shortfall if Q4), Cap Remaining); i.e., D3 adjusted for floor/cap; = MIN(D3, E5 – E3) unless Q4 floor adjustment applies]
SECTION F: PAYMENT DETAILS
F1. Payment Amount Due ($) | [= E8]
F2. Payment Due Date | [Insert: 45 days after quarter end]
F3. Wire Reference / Transaction ID | [To be completed upon payment]
F4. Payee | Apex Surgical Innovations, Inc.
F5. Payee Address | 1220 North Market Street, Suite 550, Wilmington, DE 19801
SECTION G: CURRENCY CONVERSION (if applicable)
G1. Sales in Non-USD Currencies — Original Currency & Amount | [Insert if applicable]
G2. Exchange Rate Used (Fed. Reserve avg. daily rate for quarter) | [Insert if applicable]
G3. Converted Amount (USD) | [Insert if applicable]
G4. Note: Included in Gross Sales lines above
SECTION H: CERTIFICATION
I, the undersigned, certify that the information in this Royalty Report is true, correct, and complete in all material respects, and that the royalty payment set forth herein has been calculated in accordance with the Settlement Agreement and Mutual Release dated June 16, 2025.
Signature | ____________________________
Printed Name | [Insert]
Title | [Insert, e.g., Chief Financial Officer]
Date | [Insert]
SECTION I: ADDITIONAL NOTES / EXPLANATIONS
[Insert any supplemental notes, e.g., description of successor products, adjustments, or corrections to prior quarter reports]
[sheet: Product Line Reference]
Product Line | Product Description | Applicable Licensed Patents | Patent Expiration Dates
PrecisionEdge™ PE-5000 Series | 5 mm laparoscopic trocar assembly | U.S. Patent No. 9,814,237; U.S. Patent No. 10,271,884 | June 22, 2035; September 15, 2036
PrecisionEdge™ PE-12000 Series | 12 mm laparoscopic trocar assembly | U.S. Patent No. 9,814,237; U.S. Patent No. 10,271,884; U.S. Patent No. 10,932,105 | June 22, 2035; September 15, 2036; January 10, 2038
PrecisionEdge™ PE-15000 Series | 15 mm laparoscopic trocar assembly | U.S. Patent No. 10,271,884; U.S. Patent No. 10,932,105 | September 15, 2036; January 10, 2038
Successor Products | [To be identified by Licensee as applicable] | Per Exhibit C to the Agreement | [Per Exhibit C]
[sheet: Deduction Definitions]
Deduction Category | Definition | Examples | Report Line Reference
Returns and Allowances | Credits or refunds issued for Licensed Products returned by customers, including defective or damaged units and contractual return allowances. | Product recalls, warranty returns, damaged-in-transit credits | C1
Trade, Quantity, and Cash Rebates | Rebates, volume discounts, and early-payment discounts actually credited or paid to customers or distributors. | Distributor volume rebates, prompt-pay discounts | C2
Chargebacks | Price adjustments paid or credited pursuant to managed-care contracts, group purchasing organization (GPO) agreements, or government-program pricing (e.g., Medicaid, VA/FSS). | GPO admin fees, Medicaid rebates, 340B chargebacks | C3
Outbound Freight, Shipping, and Handling | Actual costs of freight, shipping, insurance in transit, and handling charges for delivery of Licensed Products to customers, to the extent separately identified on invoices or otherwise documented. | Carrier charges, freight insurance, packaging materials for shipment | C4
Sales Taxes, VAT, Duties, and Other Governmental Charges | Sales, use, or value-added taxes, customs duties, and any other governmental charges or levies imposed on the sale or importation of Licensed Products, to the extent included in the invoiced amount. | State sales tax, EU VAT, import duties | C5

[sheet: Instructions]

SECTION A: HEADER INFORMATION

SECTION B: GROSS INVOICED SALES OF LICENSED PRODUCTS

SECTION C: PERMITTED DEDUCTIONS

SECTION D: NET SALES AND ROYALTY CALCULATION

SECTION E: YEAR-TO-DATE SUMMARY AND FLOOR / CAP ADJUSTMENT

SECTION F: PAYMENT DETAILS

SECTION H: CERTIFICATION

SECTION I: ADDITIONAL NOTES / EXPLANATIONS

Record

Parties

Dates

Amounts