12,500,000 Shares Independence Realty Trust, Inc. Common Stock ($0.01 Par Value Per Share) EQUITY UNDERWRITING AGREEMENTEquity Underwriting Agreement • September 12th, 2017 • Independence Realty Trust, Inc. • Real estate investment trusts • New York
Independence Realty Trust, Inc., a Maryland corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representative (in such capacity, the “Representative”), 12,500,000 shares (the “Firm Shares”) of its common stock, par value $0.01 per share (the “Common Stock”). In addition, the Company also proposes to issue and sell to the several Underwriters, at the Underwriters’ option, an aggregate of up to 1,875,000 additional shares of Common Stock on the terms set forth in Section 2 hereof (the “Option Shares”). The Firm Shares and the Option Shares (to the extent the aforementioned option is exercised) are herein collectively called the “Shares.”
DUANE MORRIS LLP Baltimore, MD 21202Independence Realty Trust, Inc. • September 12th, 2017 • Real estate investment trusts
Re: Equity Underwriting Agreement, dated September 6, 2017, by and among Independence Realty Trust, Inc., Independence Realty Operating Partnership, LP and Citigroup Global Markets Inc., as Representative of the several Underwriters named in Schedule I thereto
