1,770,084 Shares SmartFinancial, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 25th, 2017 • Smartfinancial Inc. • National commercial banks • New York
SmartFinancial, Inc., a Tennessee corporation (the “Company”), proposes, subject to the terms and conditions set forth in this agreement (this “Agreement”), to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), and certain stockholders of the Company named in Schedule II hereto (collectively, the “Selling Shareholders,” and each a “Selling Shareholder”) severally and not jointly propose, subject to the terms and conditions stated herein, to sell to the Underwriters, an aggregate of 1,770,084 shares of the Company’s common stock, par value $1.00 per share (the “Common Stock), of which (a) 1,600,000 shares are to be issued and sold by the Company, and (b) 170,084 shares are to be sold by the Selling Shareholders, each Selling Shareholder selling the number of shares set forth opposite such Selling Shareholder’s name in Schedule II hereto. The aggregate of 1,770,084 shares to be purchased from the Company and the Selling Shareholders are called the
