1,505,000 Shares MATTRESS FIRM HOLDING CORP. Common Stock, Par Value $0.01 Per Share UNDERWRITING AGREEMENTUnderwriting Agreement • April 9th, 2015 • Mattress Firm Holding Corp. • Retail-furniture stores • New York
Contract Type FiledApril 9th, 2015 Company Industry JurisdictionCertain stockholders of Mattress Firm Holding Corp., a Delaware corporation (the “Company”), named in Schedule 2 hereto (the “Selling Stockholders”) propose to sell to UBS Securities LLC (the “Underwriter”) an aggregate of 1,505,000 shares (the “Stock”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”). This agreement (this “Agreement”) is to confirm the agreement concerning the purchase of the Stock from the Selling Stockholders by the Underwriter.