Shares EXA Corporation Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 18th, 2012 • Exa Corp • Services-prepackaged software • New York
EXA Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representative (the “Representative”), and certain shareholders of the Company named in Schedule II hereto (the “Selling Shareholders”) severally propose to sell to the several Underwriters, an aggregate of shares (the “Firm Shares”) of the common stock, par value $0.001 per share, of the Company (“Common Stock”), of which shares are to be issued and sold by the Company and shares are to be sold by the Selling Shareholders in the amounts set forth opposite their respective names in Schedule II hereto. The Company and the Selling Shareholders also propose to sell to the several Underwriters, for the sole purpose of covering over-allotments in connection with the sale of the Firm Shares, at the option of the Underwriters, up to an additional shares of Common Stock (the “Option Shares”) in the amounts set
