Robinhood Markets, Inc. Class A Common Stock, par value $0.0001 per share Underwriting AgreementUnderwriting Agreement • August 18th, 2021 • Robinhood Markets, Inc. • Security brokers, dealers & flotation companies • New York
Robinhood Markets, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 52,375,000 shares of Class A Common Stock, par value $0.0001 per share, of the Company (the “Class A Common Stock”) and, at the election of the Underwriters, up to 5,500,000 additional shares of Class A Common Stock, and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated in this this Agreement, to sell to the Underwriters an aggregate of 2,625,000 shares of Class A Common Stock. The aggregate of 55,000,000 shares of Class A Common Stock to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of 5,500,000 additional shares of Class A Common Stock to be sold by the Company is herein called the “
VOTING AGREEMENTVoting Agreement • August 18th, 2021 • Robinhood Markets, Inc. • Security brokers, dealers & flotation companies • Delaware
This VOTING AGREEMENT (this “Agreement”) is entered into as of July 26, 2021, by and among (a) Baiju Bhatt and Vladimir Tenev (each, an “Individual Founder” and, together, the “Individual Founders”), (b) each Person (as defined below) listed on Schedule A hereto (each, a “Founder Affiliate” and, collectively, the “Founder Affiliates”) and (c) solely for purposes of Sections 3(c), 6, 7, 8 and 9, Robinhood Markets, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Company”). The Individual Founders and the Founder Affiliates (including any Person that executes and delivers a Joinder Agreement (as defined below) in accordance with Section 7) from time to time party hereto are each referred to herein as a “Founder” and are collectively referred to herein as the “Founders”.
EXCHANGE AGREEMENTExchange Agreement • August 18th, 2021 • Robinhood Markets, Inc. • Security brokers, dealers & flotation companies • Delaware
THIS EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of July 26, 2021, by and between Robinhood Markets, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company listed on Exhibit A hereto (collectively, “Exchange Stockholders”). Each of the foregoing parties is referred to herein as a “Party” and collectively as the “Parties”.
ROBINHOOD MARKETS, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • August 18th, 2021 • Robinhood Markets, Inc. • Security brokers, dealers & flotation companies • Delaware
By clicking the “ENROLL” (or similar wording) button on the Employee Share Purchase Plan screen of a Robinhood Markets, Inc. stock plan account on www.etrade.com, the holder of such account (the “Employee”) hereby agrees to this Subscription Agreement and enrolls in the Plan (as defined below) or, as applicable, submits a change of contribution rate, according to the following terms:
