Playboy, Inc.

Under the terms of the Shareholders Agreement, PLBY is entitled to annual minimum distributions of $10,000,000 in 2026, $9,000,000 in 2027 and $8,000,000 in each year from 2028 through and including 2033, in each case, to be paid semi-annually. In the event that the JV (together with its subsidiaries) does not have sufficient funds available to make the annual minimum distributions when due, UTG has agreed to backstop the distribution payments to PLBY under the terms of the Shareholders Agreement. Following the payment of the minimum distribution amount for any applicable year and subject to the JV (together with its subsidiaries) having available cash, UTG will receive acatch-up distribution for such year, and, to the extent the JV has available cash following the payment of anycatch-up distribution, the JV will distribute such available cash to the Shareholderspro-rata in proportion of their then current equity holdings.

As security for the full and punctual performance by UTG of its payment obligations under the Purchase Agreement and Shareholders Agreement, UTG has granted PLBY Parent a first ranking, continuing security interest in and to the Shares that UTG or any of its affiliates acquire under the Purchase Agreement. Subject to UTG’s performance of its payment obligations, such Shares will be released from the security interest beginning on the consummation of the final closing and will continue to be released inpro-rata portions for the remainder of the period in which PLBY is entitled to its annual minimum distribution.