UNDERWRITING AGREEMENTUnderwriting Agreement • March 12th, 2015 • Crouse Lawrence D • Trucking (no local) • New York
The 2009 Gerdin Heartland Trust UTA 7/15/2009 (the “Selling Stockholder”), a stockholder of Heartland Express, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 3,250,000 shares (the “Firm Shares”) of the Company’s Common Stock, par value $0.01 per share (the “Common Stock”). In addition, the Selling Stockholder has agreed to sell to the Underwriters, upon the terms and conditions stated herein, up to an additional 487,500 shares of Common Stock. The additional 487,500 shares to be sold by the Selling Stockholder are referred to in this Underwriting Agreement (this “Agreement”) as the “Additional Shares.” The Firm Shares and the Additional Shares are collectively referred to in this Agreement as the “Shares.” Stifel, Nicolaus & Company, Incorporated, Stephens Inc., Wells Fargo Securities, LLC and BB&T Capital Markets, a division of B
