1,400,000 Units NV5 HOLDINGS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • April 1st, 2013 • NV5 Holdings, Inc. • Services-miscellaneous business services • California
NV5 Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”) an aggregate of 1,400,000 units (the “Firm Units”), each unit consisting of one share of the Company’s common stock, par value $0.01 per share (the “Common Stock”), and one warrant to purchase one share of Common Stock, on the terms as described in the Prospectus, as defined below (each, a “Warrant” and collectively, the “Warrants”). The Company has granted the Underwriter the option to purchase an aggregate of up to 210,000 additional units (the “Option Units”) of the Company’s securities as may be necessary to cover over-allotments made in connection with the offering (the Firm Units and the Option Units are herein collectively called the “Underwritten Units”). The units (each, a “Unit” and collectively, the “Units”), the shares of Common Stock underlying the Units (the “Shares”), the Warrants and
