Execution copy · Matter RW-2026-114

SHARE PURCHASE AGREEMENT

This Share Purchase Agreement is entered into between Oriole Systems plc (the “Buyer”) and the shareholders of Marston Industrial Holdings Ltd. (the “Sellers”).

1. PURCHASE AND SALE

At Completion, the Sellers shall sell and the Buyer shall purchase all issued shares of the Company for the consideration described in Schedule 2.

2. CONSIDERATION

The aggregate consideration is $84,000,000, subject to customary working-capital adjustment and the escrow terms.

3. WARRANTIES AND INDEMNITIES

The warranties in Schedule 4 survive Completion for the periods specified therein.

4. GOVERNING LAW

This Agreement and any non-contractual obligations arising from it are governed by the laws of England and Wales.