0001104659-18-002904 Sample Contracts

BOOT BARN HOLDINGS, INC. 6,000,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • January 19th, 2018 • Boot Barn Holdings, Inc. • Retail-shoe stores • New York

Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Boot Barn Holdings, Inc., a Delaware corporation (the “Company”), propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 6,000,000 shares of common stock, par value $0.0001 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 900,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as 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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