September 1, 2026 and (b) thereafter (such period, the floating rate period), at a floating per annum rate equal to the then-current Benchmark (as defined below), reset
quarterly, plus 286 basis points, payable quarterly in arrears on March 1, June 1, September 1, and December 1 of each year (each such date, a floating rate interest payment date, and together with a fixed rate
interest payment date, an interest payment date), with the first such floating rate interest payment date being December 1, 2026. Notwithstanding the foregoing, if the Benchmark is less than zero, the Benchmark shall be deemed to be
zero. Interest on the New Notes shall accrue from and including the date of issuance, to, but excluding, the maturity date or the date of earlier redemption.
Calculation Agent means the Company or the agent appointed by the Company, in its sole discretion, prior to the commencement of
the floating rate period (which may include the Company or any of its affiliates) to act in accordance with the Indenture, and which appointment may be restricted to just determining Three-Month Term SOFR prior to a Benchmark Transition Event, or be
restricted to just determining a particular Benchmark Replacement after a Benchmark Transition Event.
Additional Amounts
means any additional amounts that are required by the Indenture or the New Notes, under circumstances specified by the Indenture or the New Notes, to be paid by Triumph in respect of certain taxes, duties, levies, imposts, assessments or other
governmental charges imposed on holders of the New Notes specified by the Indenture or the New Notes.
The determination of the Benchmark
in respect of each applicable floating interest period by the Calculation Agent will (in the absence of manifest error) be final and binding. The Calculation Agents calculation of the amount of any interest payable during the floating rate
period will be maintained on file at the Calculation Agents principal offices.
Interest payable on any fixed rate interest payment
date during the fixed rate period will be computed on the basis of a 360-day year consisting of twelve 30-day months to, but excluding, September 1, 2026. Interest
payable on any floating rate interest payment date during the floating rate period will be computed on the basis of a 360-day year and on the basis of the actual number of days elapsed. Dollar amounts
resulting from interest calculations will be rounded to the nearest cent, with one-half cent being rounded upward.
The term floating interest period when used in reference to a point in time occurring during the floating rate period, shall be
defined to mean the period commencing on the applicable floating rate interest payment date (or, in the case of the initial floating interest period, commencing on September 1, 2026) to, but excluding, the next succeeding floating rate interest
payment date (and in the case of the last such floating interest period, from, and including, the floating rate interest payment date immediately preceding the maturity date or the date of earlier redemption to, but excluding, such maturity date or
date of earlier redemption). The initial floating interest period applicable to the New Notes is from, and including September 1, 2026 to, but excluding, December 1, 2026.
If a fixed rate interest payment date or the maturity date for the New Notes falls on a day that is not a business day, the interest payment
or the payment of principal and interest at maturity will be paid on the next succeeding business day, but the payments made on such dates will be treated as being made on the date that the payment was first due and the holders of the New Notes will
not be entitled to any further interest or other payments. In the event that a floating rate interest payment date falls on a day that is not a business day, then such floating rate interest payment date will be postponed to the next succeeding
business day unless such day falls in the next succeeding calendar month, in which case such floating rate interest payment date will be accelerated to the immediately preceding business day, and, in each such case, the amounts payable on such
business day will include interest accrued to, but excluding, such business day.
Interest on each Note will be payable to the person in
whose name such Note is registered on the 15th day of the month immediately preceding the applicable interest payment date, whether or not such day is a business day. Any interest which is payable, but is not punctually paid or duly provided for, on
any interest payment date shall
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