0001628280-18-000986 Sample Contracts

Green Bancorp, Inc. Common Stock par value $0.01 per share Underwriting Agreement
Underwriting Agreement • February 5th, 2018 • Green Bancorp, Inc. • National commercial banks • New York

The stockholders of Green Bancorp, Inc., a Texas corporation (the “Company”), named in Schedule II hereto (the "Selling Stockholders") propose, subject to the terms and conditions stated in this agreement (this “Agreement”), to sell to the Underwriter named in Schedule I hereto (the “Underwriter”) an aggregate of 3,000,000 shares (the “Firm Shares”) and, at the election of the Underwriter, up to 450,000 additional shares (the “Optional Shares”) of common stock, par value $0.01 per share (“Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriter elects to purchase pursuant to Section 3 hereof being collectively called the “Shares”).

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