0001104659-25-092155 Sample Contracts

FATHOM HOLDINGS INC. UNDERWRITING AGREEMENT 3,000,000 Shares of Common Stock
Underwriting Agreement • September 22nd, 2025 • Fathom Holdings Inc. • Real estate agents & managers (for others) • New York

Fathom Holdings Inc., a North Carolina corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as the representative (the “Representative”), 3,000,000 authorized but unissued shares (the “Firm Shares”) of common stock of the Company, no par value (the “Common Stock”). In addition, the Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional 450,000 authorized but unissued shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares” or “Securities.”