0001104659-13-038920 Sample Contracts

GENERAC HOLDINGS INC. 9,000,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • May 8th, 2013 • Generac Holdings Inc. • Motors & generators • New York

Certain stockholders named in Schedule 1 hereto (the “Selling Stockholders”) of Generac Holdings Inc., a Delaware corporation (the “Company”), propose to sell to Morgan Stanley & Co. LLC (the “Underwriter”), an aggregate of 9,000,000 shares of common stock, par value $0.01 per share (the “Common Stock”), of the Company (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.”

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