Extended Stay America, Inc. ESH Hospitality, Inc. 15,000,000 Shares Underwriting AgreementUnderwriting Agreement • November 18th, 2015 • ESH Hospitality, Inc. • Hotels & motels • New York
Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Extended Stay America, Inc., a Delaware corporation (the “Corporation”) and EHS Hospitality, Inc., a Delaware corporation (“ESH REIT”), propose to sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), (i) an aggregate of 15,000,000 shares of common stock, par value $0.01 per share (“Corporation Stock”), of the Corporation (the “Corporation Underwritten Shares”) and, at the option of the Underwriters, up to an additional 2,250,000 shares of Corporation Stock (the “Corporation Option Shares”), and (ii) an aggregate of 15,000,000 shares of Class B common stock, par value $0.01 per share (“ESH REIT Stock”), of ESH REIT (the “ESH REIT Underwritten Shares,” and, as paired with the Corporation Underwritten Shares, the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 2,250,000 shares of
