0001628280-25-012341 Sample Contracts

AMENDED AND RESTATED PROXY AGREEMENT OF LEONARDO DRS, INC.
Proxy Agreement • March 12th, 2025 • Leonardo DRS, Inc. • Search, detection, navagation, guidance, aeronautical sys • Delaware

This agreement (the “Agreement”), is made this _1st_ day of _March, 2025_ (“Effective Date”), by and among Leonardo S.p.A., an Italian società per azioni (“Leonardo”) (“Ultimate Parent”); Leonardo US Holding, LLC, a Delaware limited liability company (“Leonardo US” or “Shareholder”); Leonardo International S.p.A., an Italian società per azioni (“Intermediate Shareholder”); Leonardo DRS, Inc., a Delaware corporation (the “Company”); the individual Proxy Holders who are signatories hereto and their successors appointed as provided in this Agreement (each individually a “Proxy Holder” and collectively the “Proxy Holders”); and the U.S. Department of Defense (“DoD”), all of the above collectively “the Parties.”