WINMARK CORP Contracts & Agreements

Amendment No. 10 to Credit Agreement dated April 12, 2022 (Filed With SEC on April 13, 2022)

Private Shelf Agreement dated April 12, 2022, among Winmark Corporation and its subsidiaries and PGIM, Inc., its subsidiaries and managed accounts (Filed With SEC on April 13, 2022)

Amendment No. 6 to Note Agreement dated April 12, 2022 (Filed With SEC on April 13, 2022)

Amended and Restated Intercreditor and Collateral Agency Agreement dated April 12, 2022 (Filed With SEC on April 13, 2022)

Omnibus Amendment to Collateral Documents dated April 12, 2022 (Filed With SEC on April 13, 2022)

Amendment No. 9 to Credit Agreement dated September 10, 2021 (Filed With SEC on September 10, 2021)

Amendment No. 5 to Note Agreement dated September 10, 2021 (Filed With SEC on September 10, 2021)

Amendment No. 3 to Intercreditor and Collateral Agency Agreement dated September 10, 2021 (Filed With SEC on September 10, 2021)

Amendment No. 8 to Credit Agreement dated October 14, 2020 (Filed With SEC on October 14, 2020)

Amendment No. 4 to Note Agreement dated October 14, 2020 (Filed With SEC on October 14, 2020)

Amendment No. 7 to Credit Agreement dated September 2, 2020 (Filed With SEC on September 2, 2020)

Amendment No. 3 to Note Agreement dated September 2, 2020 (Filed With SEC on September 2, 2020)

Amendment No. 2 to Intercreditor and Collateral Agency Agreement dated September 2, 2020 (Filed With SEC on September 2, 2020)

Description of the Companys Common Stock (Filed With SEC on March 10, 2020)

2020 Stock Option Plan, including forms of stock option agreements (Filed With SEC on March 10, 2020)

Transition and Retirement Agreement, dated January 29, 2020, among Winmark Corporation and John L. Morgan (Filed With SEC on January 29, 2020)

Amendment No. 6 to Credit Agreement dated December 16, 2019 (Filed With SEC on December 17, 2019)

Amendment No. 2 to Note Agreement dated December 16, 2019 (Filed With SEC on December 17, 2019)

Lease Amending Agreement No. 2, dated May 17, 2018, between Winmark Corporation and G&I VIII 605 Waterford LLC (Filed With SEC on May 18, 2018)

REVOLVING NOTE $30,000,000 May 14, 2015 Minneapolis, Minnesota (Filed With SEC on May 18, 2015)

AMENDED AND RESTATED SECURITY AGREEMENT (Filed With SEC on May 18, 2015)

AMENDED AND RESTATED PLEDGE AGREEMENT (Filed With SEC on May 18, 2015)

TRADEMARK SECURITY AGREEMENT (Filed With SEC on May 18, 2015)

INTERCREDITOR AND COLLATERAL AGENCY AGREEMENT (Filed With SEC on May 18, 2015)

NON-COMPETITION AGREEMENT (Filed With SEC on January 26, 2015)

FIRST AMENDMENT TO THE 2010 STOCK OPTION PLAN INTRODUCTION (Filed With SEC on July 23, 2014)

FIRST AMENDMENT TO THE AMENDED AND RESTATED STOCK OPTION PLAN FOR NONEMPLOYEE DIRECTORS INTRODUCTION (Filed With SEC on July 23, 2014)

AMENDMENT NO. 3 to CREDIT AGREEMENT (Filed With SEC on February 21, 2014)

LEASE AMENDING AGREEMENT NO. 1 (Filed With SEC on October 23, 2013)

THIRD AMENDMENT TO MODIFICATION AGREEMENT (Filed With SEC on July 27, 2012)

AMENDMENT NO. 2 to CREDIT AGREEMENT (Filed With SEC on March 1, 2012)

AMENDMENT NO. 1 to CREDIT AGREEMENT (Filed With SEC on January 31, 2012)

SECOND AMENDMENT TO MODIFICATION AGREEMENT (Filed With SEC on July 25, 2011)

FIRST AMENDMENT TO MODIFICATION AGREEMENT (Filed With SEC on October 21, 2010)

WINMARK CORPORATION 2010 STOCK OPTION PLAN SECTION 1. DEFINITIONS (Filed With SEC on March 11, 2010)

FIRST AMENDMENT TOAMENDED AND RESTATED REVOLVING CREDITAGREEMENT* (Filed With SEC on October 23, 2009)

MODIFICATIONAGREEMENT (Filed With SEC on October 23, 2009)

WINMARKCORPORATION STOCKOPTION PLAN FORNONEMPLOYEE DIRECTORS (AsAmended and Restated Through February 26, 2009) (Filed With SEC on July 23, 2009)

LEASE By and Between Utah StateRetirement Investment Fund (Landlord) AND WinmarkCorporation (Tenant) Multi-TenantOffice Lease (Filed With SEC on October 2, 2008)

[KOCH LETTERHEAD] (Filed With SEC on September 11, 2008)

FIFTHAMENDMENT TO CREDITAGREEMENT (Filed With SEC on November 13, 2007)

ASSIGNMENT AND ACCEPTANCE (Filed With SEC on September 5, 2007)

FOURTH AMENDMENT TOCREDIT AGREEMENT (Filed With SEC on August 21, 2007)

SEPARATION LETTERAND AGREEMENT (Filed With SEC on April 27, 2007)

FIRST AMENDMENT TO THE 2001STOCK OPTION PLAN (Filed With SEC on March 20, 2007)

THIRD AMENDMENT TO EMPLOYMENT AGREEMENT (Filed With SEC on December 20, 2006)

SEPARATION LETTERAND AGREEMENT (Filed With SEC on October 25, 2006)

STOCK PURCHASE AGREEMENT (Filed With SEC on May 19, 2006)

THIRD AMENDMENT TO CREDIT AGREEMENT (Filed With SEC on May 19, 2006)

DISTRIBUTION AND MANAGEMENT AGREEMENT dated as of ,2006 WINMARK CORPORATION and SUMNER HARRINGTON LTD. $50,000,000 Renewable Unsecured Subordinated Notes (Filed With SEC on April 19, 2006)

INDENTURE Dated as of ,2006, by and between WINMARK CORPORATION, as obligor and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee $50,000,000... (Filed With SEC on April 19, 2006)

WINMARK CORPORATION Incorporated Under the Lawsof Minnesota RENEWABLE UNSECURED SUBORDINATEDNOTE (Filed With SEC on April 19, 2006)

WINMARK CORPORATION 4200 Dahlberg Drive, Suite100 Minneapolis, Minnesota55422-4837 PURCHASE CONFIRMATION (Filed With SEC on April 19, 2006)

RENEWABLEUNSECURED SUBORDINATED NOTE SUBSCRIPTION AGREEMENT (Filed With SEC on April 19, 2006)

PAYINGAGENT AGREEMENT (Filed With SEC on April 19, 2006)

AMENDMENT NUMBER ONE TO SECURITIES PURCHASE AGREEMENT (Filed With SEC on April 5, 2006)

SECOND AMENDMENT TOCREDIT AGREEMENT (Filed With SEC on April 5, 2006)

SECONDAMENDMENT TO EMPLOYMENTAGREEMENT (Filed With SEC on March 28, 2006)

WINMARKCORPORATION STOCKOPTION PLAN FORNONEMPLOYEE DIRECTORS (AsAmended and Restated Through February 10, 2005) (Filed With SEC on May 9, 2005)

AMENDMENT NO. 2 TO LEASE (Filed With SEC on March 16, 2005)

364-DAY REVOLVING CREDIT AGREEMENT dated as of September 30, 2004 among WINMARK CORPORATION, as the Company and a Loan Party THE SUBSIDIARIES OF THE COMPANY, as Loan Parties, and... (Filed With SEC on November 9, 2004)

SERIES A-1 PREFERRED STOCK PURCHASE AGREEMENT (Filed With SEC on November 9, 2004)

SECURITIES PURCHASE AGREEMENT (Filed With SEC on November 9, 2004)

AMENDMENTTO LEASE (Filed With SEC on March 22, 2004)