0001104659-16-143840 Sample Contracts

RESONANT INC. 2,360,870 SHARES OF COMMON STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • September 9th, 2016 • Resonant Inc • Semiconductors & related devices • New York

Resonant Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule V hereto (the “Underwriters”), for whom National Securities Corporation is acting as representative (the “Representative”), an aggregate of 2,360,870 authorized but unissued shares (the “Firm Shares”) and, at the election of the Underwriters, up to 354,130 additional shares (the “Additional Shares”), in each case of common stock, par value $0.001 per share (the “Common Stock”) of the Company, in an offering under its registration statement on Form S-3 (File No. 333-211374) (the Firm Shares and the Additional Shares being collectively called the “Shares”).

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