Common Contracts

45 similar Underwriting Agreement contracts by Aeluma, Inc., Birkenstock Holding PLC, Kinsale Capital Group, Inc., others

birkenstock holding plc 17,927,344 Ordinary Shares Underwriting Agreement
Underwriting Agreement • May 30th, 2025 • Birkenstock Holding PLC • Footwear, (no rubber) • New York

BK LC Lux MidCo S.à r.l., a société à responsabilité limitée, incorporated and existing under the laws of the Grand Duchy of Luxembourg, registered with the Luxembourg Trade and Companies’ Register under number B252140, having its registered office at 40 avenue Monterey L-2163, Grand Duchy of Luxembourg (the “Selling Shareholder”), a shareholder of Birkenstock Holding plc, a Jersey public limited company (the “Company”), proposes to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 17,927,344 ordinary shares of the Company (collectively, the “Underwritten Shares”). In addition, the Selling Shareholder proposes to sell, at the option of the Underwriters, up to an additional 2,100,000 ordinary shares of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” Subject to the sale of the Underwritt

Underwriting Agreement
Underwriting Agreement • March 28th, 2025 • Aeluma, Inc. • Semiconductors & related devices • New York
Underwriting Agreement
Underwriting Agreement • March 25th, 2025 • Aeluma, Inc. • Semiconductors & related devices • New York
ORMAT TECHNOLOGIES, INC. 3,700,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • December 13th, 2024 • Ormat Technologies, Inc. • Electric services • New York

ORIX Corporation, a Japanese corporation (the “Selling Stockholder”), a stockholder of Ormat Technologies, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 3,700,000 shares of common stock, par value $0.001 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 555,000 shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”. To the extent that there shall be a sole Underwriter named in Schedule 1 hereto, all references to the Representatives and to the Underwriters shall be deemed to refer only to such sole Underwriter, and

UNDERWRITING AGREEMENT
Underwriting Agreement • November 27th, 2024 • Curanex Pharmaceuticals Inc • Pharmaceutical preparations • New York

Curanex Pharmaceuticals Inc,, a corporation incorporated under the law of the State of Nevada (the “Company”), agrees, subject to the terms and conditions in this agreement (this “Agreement”), to issue and sell to Dominari Securities LLC, and with the other underwriters named on Schedule I hereto. (each an “Underwriter” and together, the “Underwriters”) an aggregate of [*] shares (the “Closing Shares”) of its common stock, par value $0.0001 per share (the “Common Stock”). No Closing Shares will be certificated. At the option of the Underwriters, the Company agrees, subject to the terms and conditions herein, to issue and sell additional Option Shares (as defined in Section 3(b) hereof). The Closing Shares and the Option Shares are herein referred to collectively as the “Securities.” The number of Closing Shares and Option Shares to be purchased by each Underwriter is set forth opposite its name in Schedule I hereto. Each of the Underwriters has agreed to act as underwriters in connecti

Bowhead Specialty Holdings Inc. [4,000,000] Shares of Common Stock, par value $0.01 per share Underwriting Agreement
Underwriting Agreement • October 21st, 2024 • Bowhead Specialty Holdings Inc. • Fire, marine & casualty insurance • New York

Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Bowhead Specialty Holdings Inc., a Delaware corporation (the “Company”), propose, severally and not jointly, to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [4,000,000] shares of common stock, par value $0.01 per share (“Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [600,000] shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”

birkenstock holding plc [●] Ordinary Shares Underwriting Agreement
Underwriting Agreement • June 24th, 2024 • Birkenstock Holding PLC • Footwear, (no rubber) • New York

BK LC Lux MidCo S.à r.l., a société à responsabilité limitée, incorporated and existing under the laws of the Grand Duchy of Luxembourg, registered with the Luxembourg Trade and Companies’ Register under number B252140, having its registered office at 40 avenue Monterey L-2163, Grand Duchy of Luxembourg (the “Selling Shareholder”), a shareholder of Birkenstock Holding plc, a Jersey public limited company (the “Company”), proposes to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [●] ordinary shares of the Company (collectively, the “Underwritten Shares”). In addition, the Selling Shareholder proposes to sell, at the option of the Underwriters, up to an additional [●] ordinary shares of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The ordinary shares of the Company to be outstandi

RYMAN HOSPITALITY PROPERTIES, INC. 3,850,000 Shares of Common Stock ($0.01 Par Value) UNDERWRITING AGREEMENT
Underwriting Agreement • June 9th, 2023 • Ryman Hospitality Properties, Inc. • Real estate investment trusts • New York

Ryman Hospitality Properties, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named on Schedule 1 hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”), 3,850,000 shares (the “Firm Shares”) of the Company’s Common Stock, $0.01 par value per share (the “Common Stock”). In addition, the Company proposes to grant to the Underwriters an option to purchase up to an aggregate of 577,500 additional shares of the Common Stock on the terms set forth in Section 2 (the “Option Shares”). The Firm Shares and the Option Shares, if purchased, are hereinafter collectively called the “Shares.” This is to confirm the agreement concerning the purchase of the Shares from the Company by the Underwriters.

Sovos Brands, Inc. 10,000,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • May 19th, 2023 • Sovos Brands, Inc. • Food and kindred products • New York

Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Sovos Brands, Inc., a Delaware corporation (the “Company”), propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 12 hereof and to the extent there is only a single underwriter, the term “Underwriters” shall be deemed to refer to the single Underwriter, mutatis mutandis), an aggregate of 10,000,000 shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,500,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.

ORMAT TECHNOLOGIES, INC. 3,750,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • November 18th, 2022 • Ormat Technologies, Inc. • Electric services • New York

ORIX Corporation, a Japanese corporation (the “Selling Stockholder”), a stockholder of Ormat Technologies, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 3,750,000 shares of common stock, par value $0.001 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 562,500 shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.

Altus Power, Inc. 7,000,000 Shares of Class A Common Stock Underwriting Agreement
Underwriting Agreement • September 29th, 2022 • Altus Power, Inc. • Electric services • New York

The stockholder named in Schedule 2 hereto (the “Selling Stockholder”) of Altus Power, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representatives”) an aggregate of 7,000,000 shares of Class A common stock, par value $0.0001 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,050,000 shares of Class A common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Class A common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.

Underwriting Agreement
Underwriting Agreement • October 8th, 2021 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

Aegis Capital Corp. As Representative of the several Underwriters named in Schedule I hereto c/o Aegis Capital Corp. 810 7th Avenue, 18th Floor New York, NY 10019

Common Stock Onconova Therapeutics, Inc. UNDERWRITING AGREEMENT
Underwriting Agreement • September 24th, 2021 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York

Guggenheim Securities, LLC As Representative of the several Underwriters named in Schedule I attached hereto c/o Guggenheim Securities, LLC 330 Madison Avenue New York, New York 10017

Underwriting Agreement
Underwriting Agreement • September 10th, 2021 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

Aegis Capital Corp. As Representative of the several Underwriters named in Schedule I hereto c/o Aegis Capital Corp. 810 7th Avenue, 18th Floor New York, NY 10019

Class A Common Stock CHICKEN SOUP FOR THE SOUL ENTERTAINMENT, Inc. UNDERWRITING AGREEMENT
Underwriting Agreement • July 2nd, 2021 • Chicken Soup for the Soul Entertainment, Inc. • Services-allied to motion picture production • New York

Guggenheim Securities, LLC As Representative of the several Underwriters named in Schedule I attached hereto c/o Guggenheim Securities, LLC 330 Madison Avenue New York, New York 10017

MOLECULAR PARTNERS AG [●] American Depositary Shares, representing [●] Common Shares Underwriting Agreement
Underwriting Agreement • June 9th, 2021 • Molecular Partners Ag • Biological products, (no disgnostic substances) • New York

The Offered ADSs are to be issued pursuant to a deposit agreement (the “Deposit Agreement”), to be dated as of the Closing Date (as hereinafter defined) among the Company,

2,000,000 Ordinary Shares, par value $0.0001 per share Underwriting Agreement
Underwriting Agreement • June 7th, 2021 • Cambium Networks Corp • Radio & tv broadcasting & communications equipment • New York

Certain shareholders of Cambium Networks Corporation, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”) named in Schedule 2 hereto (the “Selling Shareholders”), propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 2,000,000 Ordinary Shares, par value $0.0001 per share, of the Company (collectively, the “Underwritten Shares”). In addition, the Selling Shareholders propose to sell, at the option of the Underwriters, up to an additional 300,000 Ordinary Shares of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The outstanding Ordinary Shares of the Company are referred to herein as the “Stock”.

2,205,883 Shares NLIGHT, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • March 4th, 2021 • Nlight, Inc. • Semiconductors & related devices • New York

nLIGHT, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”) an aggregate of 2,205,883 shares (the “Firm Shares”) of the common stock, par value $0.0001 per share, of the Company (“Common Stock”). The Company also proposes to sell to the several Underwriters, for the sole purpose of covering over-allotments in connection with the sale of the Firm Shares, at the option of the Underwriters, up to an additional 330,882 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter referred to collectively as the “Shares.”

Duck Creek Technologies, Inc. 9,000,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • February 9th, 2021 • Accenture PLC • Services-business services, nec • New York

Duck Creek Technologies, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 90,000 shares of common stock (the “Primary Shares”), par value $0.01 per share (“Common Stock”), and certain stockholders of the Company named in Schedule 2 hereto (the “Selling Stockholders”), including Disco (Guernsey) Holdings L.P. Inc. (the “Apax Selling Stockholder”) and Accenture LLP (“Accenture”), propose to sell to the underwriters, an aggregate of 9,000,000 shares of Common Stock of the Company (the “Secondary Shares” and, together with the Primary Shares, the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,350,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of Common Stoc

SEER, INC. [●] Shares of Class A Common Stock, par value $0.00001 Underwriting Agreement
Underwriting Agreement • January 25th, 2021 • Seer, Inc. • Laboratory analytical instruments • New York

Seer, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [●] shares of Class A common stock, par value $0.00001 per share, of the Company, and certain stockholders of the Company named in Schedule 2 hereto (the “Selling Stockholders”) propose to sell to the several underwriters an aggregate of [●] shares of Class A common stock, par value $0.00001 per share, of the Company (collectively, the “Underwritten Shares”). In addition, the Selling Stockholders propose to sell, at the option of the Underwriters up to an additional [●] shares of Class A common stock of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Class A common stock of the Company to be outstanding after giving effect to the sale of the Shares a

EQT CORPORATION 20,000,000 Shares Common Stock (no par value) Underwriting Agreement
Underwriting Agreement • October 30th, 2020 • EQT Corp • Crude petroleum & natural gas • New York
Vertiv Holdings Co 20,000,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • August 6th, 2020 • Vertiv Holdings Co • Electronic components, nec • New York

several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282

RYMAN HOSPITALITY PROPERTIES, INC. 3,000,000 Shares of Common Stock ($0.01 Par Value) UNDERWRITING AGREEMENT
Underwriting Agreement • December 12th, 2019 • Ryman Hospitality Properties, Inc. • Real estate investment trusts • New York

Ryman Hospitality Properties, Inc., a Delaware corporation (the "Company"), proposes to sell to the several underwriters named on Schedule 1 hereto (the "Underwriters") for whom you are acting as representatives (the "Representatives"), 3,000,000 shares (the "Firm Shares") of the Company's Common Stock, $0.01 par value per share (the "Common Stock"). In addition, the Company proposes to grant to the Underwriters an option to purchase up to an aggregate of 450,000 additional shares of the Common Stock on the terms set forth in Section 2 (the "Option Shares"). The Firm Shares and the Option Shares, if purchased, are hereinafter collectively called the "Shares." This is to confirm the agreement concerning the purchase of the Shares from the Company by the Underwriters.

Tufin Software Technologies Ltd. [ ] Ordinary Shares Underwriting Agreement
Underwriting Agreement • December 2nd, 2019 • Tufin Software Technologies Ltd. • Services-computer integrated systems design • New York

Certain shareholders of Tufin Software Technologies Ltd., a company organized under the laws of the State of Israel (the “Company”) named in Schedule 2 hereto (the “Selling Shareholders”), propose, severally and not jointly, to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ] ordinary shares, par value NIS 0.015 per share (the “Ordinary Shares”) of the Company (the “Underwritten Shares”). In addition, the Selling Shareholders propose to sell, at the option of the Underwriters, up to an additional [ ] Ordinary Shares (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The Ordinary Shares to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Securities”.

UNDERWRITING AGREEMENT
Underwriting Agreement • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • New York

Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Silk Road Medical, Inc., a Delaware corporation (the “Company”), propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ l ] shares of common stock, par value $0.001 per share (“Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [ l ] shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.

CISION LTD. 12,000,000 Ordinary Shares Underwriting Agreement
Underwriting Agreement • June 15th, 2018 • Cision Ltd. • Services-prepackaged software • New York

Certain shareholders named in Schedule 2 hereto (the “Selling Shareholders”) of Cision Ltd., a Cayman Islands exempted company (the “Company”), propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 12,000,000 ordinary shares, par value $0.0001 per share (“Ordinary Shares”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,800,000 Ordinary Shares of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The Ordinary Shares of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.

FLAGSTAR BANCORP, INC. 8,000,000 Shares of Common Stock ($0.01 par value per share) UNDERWRITING AGREEMENT
Underwriting Agreement • June 14th, 2018 • Flagstar Bancorp Inc • Savings institution, federally chartered • New York

MP Thrift Investments, L.P. (the “Selling Stockholder”), a stockholder of Flagstar Bancorp, Inc., a Michigan corporation (the “Company”), propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”; in the event that there are no other Underwriters, all plural references to Underwriters shall be deemed to be singular), for whom you are acting as representatives (the “Representatives”), an aggregate of 8,000,000 shares of common stock, par value $0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,200,000 shares of common stock, par value $0.01 per share, of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock, par value $0.01 per share, of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Common Stock.”

CLEVELAND-CLIFFS INC. $275,000,000 1.50% Convertible Senior Notes due 2025 Underwriting Agreement
Underwriting Agreement • December 19th, 2017 • Cleveland-Cliffs Inc. • Metal mining • New York

Cleveland-Cliffs Inc., an Ohio corporation (the “Company”), confirms its agreement with each of the Underwriters named in Schedule 1 hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom you are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in said Schedule 1 of $275,000,000 aggregate principal amount of the Company’s 1.50% Convertible Senior Notes due 2025 (the “Initial Securities”) and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option to purchase all or any part of an additional $41,250,000 aggregate principal amount of its 1.50% Convertible Senior Notes due 2025 (the “Option Securities” and, together with the Initial Securities, the “Securities”). The S

Kinsale Capital Group, Inc. 3,302,736 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • May 5th, 2017 • Kinsale Capital Group, Inc. • Fire, marine & casualty insurance • New York

Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Kinsale Capital Group, Inc., a Delaware corporation (the “Company”), propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 3,302,736 shares of common stock, par value $0.01 per share, of the Company (collectively, the “Underwritten Shares”). In addition, the Selling Stockholders propose to sell, at the option of the Underwriters, up to an additional 495,409 shares of common stock of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”

The Michaels Companies, Inc. 12,000,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • December 14th, 2016 • Michaels Companies, Inc. • Retail-hobby, toy & game shops • New York

Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of The Michaels Companies, Inc., a Delaware corporation (the “Company”), propose to sell to the Underwriters listed in Schedule 1 hereto (the “Underwriters”), an aggregate of 12,000,000 shares of common stock, par value $0.067751 per share (the “Common Stock”), of the Company (the “Shares”). The shares of Common Stock to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”. In the event only one underwriter is listed in Schedule 1 hereto, any references in this Agreement to the “Underwriters” shall be deemed to refer to the sole underwriter in the singular form listed in such Schedule 1.

Kinsale Capital Group, Inc. 3,478,261 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • November 15th, 2016 • Kinsale Capital Group, Inc. • Fire, marine & casualty insurance • New York

Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Kinsale Capital Group, Inc., a Delaware corporation (the “Company”), propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 3,478,261 shares of common stock, par value $0.01 per share, of the Company (collectively, the “Underwritten Shares”). In addition, the Selling Stockholders propose to sell, at the option of the Underwriters, up to an additional 521,739 shares of common stock of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”

Underwriting Agreement
Underwriting Agreement • September 12th, 2016 • e.l.f. Beauty, Inc. • Perfumes, cosmetics & other toilet preparations • New York

Morgan Stanley & Co. LLC ( “Morgan Stanley”) has agreed to reserve a portion of the Shares to be purchased by it under this Agreement for sale to the Company’s directors, officers, employees and business associates and other parties related to the Company (collectively, “Participants”), as set forth in the Prospectus (as hereinafter defined) under the heading “Underwriting” (the “Directed Share Program”). The Shares to be sold by Morgan Stanley and its affiliates pursuant to the Directed Share Program, at the direction of the Company, are referred to hereinafter as the “Directed Shares”. Any Directed Shares not orally confirmed for purchase by any Participant by the end of the business day on which this Agreement is executed will be offered to the public by the Underwriters as set forth in the Prospectus.

5,500,000 Ordinary Shares Underwriting Agreement
Underwriting Agreement • May 30th, 2014 • CaesarStone Sdot-Yam Ltd. • Cut stone & stone products • New York
Everyday Health, Inc. [˜] Shares of Common Stock, Par Value $0.01 Per Share Underwriting Agreement
Underwriting Agreement • March 17th, 2014 • Everyday Health, Inc. • Services-business services, nec • New York

Everyday Health, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [˜] shares of common stock, par value $0.01 per share (“Common Stock”), of the Company, and certain stockholders of the Company named in Schedule 2 hereto (the “Selling Stockholders”) propose to sell, severally and not jointly, to the several Underwriters an aggregate of [˜] shares of Common Stock of the Company (collectively, the “Underwritten Shares”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional [˜] shares of Common Stock of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred