Exhibit 10.4

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SECOND AMENDMENT TO REAL ESTATE PURCHASE AND SALE AGREEMENT

This Second Amendment to Real Estate Purchase and Sale (this "Amendment") is made effective as of May 27, 2021 by and between Stoneridge, Inc., an Ohio corporation (“Seller”) and Sun Life Assurance Company of Canada, a Canadian corporation (“Buyer”).

Seller and Buyer are parties to that certain Real Estate Purchase and Sale Agreement with an Effective Date of May 7, 2021, as amended by a First Amendment to Real Estate Purchase and Sale Agreement dated May 20, 2021 (as so amended, the "Agreement of Sale”), pursuant to which Buyer agreed to acquire from Seller certain real property known as 300 Dan Road, Canton, Massachusetts, as more particularly described in the Agreement of Sale. Seller and Buyer now desire to amend the Agreement of Sale.

Now therefore, in consideration of the terms and conditions contained herein, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, Seller and Buyer hereby agree to amend the Agreement of Sale as follows:

1.Study Period.  Section 1.20 of the Agreement of Sale is hereby amended to delete the date “May 27^th, 2021” and to insert in place thereof the date “June 10^th, 2021.”  

2.Miscellaneous.  As amended hereby, the Agreement of Sale remains in full force and effect.  In the event of conflict between the terms and conditions of the Agreement of Sale and the terms and conditions of this Amendment, the terms and conditions of this Amendment shall prevail and control.  This Amendment may be executed in one or more counterparts.  Delivery of an executed counterpart of a signature page to this Amendment by Docu-Sign or PDF by email shall be as effective as delivery of an original executed counterpart of this Agreement.

[SIGNATURES ON FOLLOWING PAGE]

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IN WITNESS WHEREOF, the parties have caused this Amendment to be executed as of the date first set forth above.

BUYER:

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SUN LIFE ASSURANCE COMPANY OF CANADA

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By: BentallGreenOak (U.S.) Limited Partnership, a Delaware limited partnership, its general partner

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By: BentallGreenOak (U.S.) GP, LLC, a Delaware limited liability company, its general partner

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By: /s/ Kevin Rivest​ ​​ ​​ ​

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Name: Kevin Rivest​ ​​ ​​ ​

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Title: Managing Director​ ​​ ​

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By: /s/ Kevin Yen​ ​​ ​​ ​

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Name: Kevin Yen​ ​​ ​​ ​

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Title: Vice President​ ​​ ​​ ​

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SELLER:

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STONERIDGE, INC.

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By: /s/ Matt Horvath​ ​​ ​​ ​

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Name: Matt Horvath​ ​​ ​​ ​

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Title: Exec. Dir. Corp Strategy​ ​

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