Shares Aerie Pharmaceuticals, Inc. Common Stock ($0.001 Par Value) FORM OF EQUITY UNDERWRITING AGREEMENTEquity Underwriting Agreement • October 15th, 2013 • Aerie Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
Contract Type FiledOctober 15th, 2013 Company Industry JurisdictionAerie Pharmaceuticals, Inc., a Delaware corporation (the “Issuer”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom RBC Capital Markets, LLC and Stifel, Nicolaus & Company, Incorporated are acting as representatives (“you” or the “Representatives”) an aggregate of shares of the Issuer’s common stock, $0.001 par value (the “Firm Securities”). The respective amounts of the Firm Securities to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Issuer also proposes to sell at the Underwriters’ option an aggregate of up to additional shares of the Issuer’s Common Stock (the “Option Securities”) solely to cover over-allotments, as set forth below.