Santander Consumer USA Holdings Inc. 10,047,954 Shares Common Stock ($0.01 par value) Underwriting AgreementUnderwriting Agreement • September 8th, 2014 • Santander Consumer USA Holdings Inc. • Personal credit institutions • New York
Contract Type FiledSeptember 8th, 2014 Company Industry JurisdictionThe person named in Schedule I hereto (the “Selling Stockholder”), owning shares of common stock, $0.01 par value per share (the “Common Stock”), of Santander Consumer USA Holdings Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to J.P. Morgan Securities LLC (the “Underwriter”), 10,047,954 shares of Common Stock of the Company (said shares to be sold by the Selling Stockholder being hereinafter called the “Securities”) (the “offering”). The use of the neuter in this Agreement shall include the feminine and masculine wherever appropriate. Certain terms used herein are defined in Section 20 hereof. Any reference herein to the Registration Statement, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to General Instruction VII of Form S-1.