11,000,000 Shares INTEGRAL AD SCIENCE HOLDING CORP. COMMON STOCK (PAR VALUE $0.001 PER SHARE) UNDERWRITING AGREEMENTUnderwriting Agreement • December 7th, 2023 • Integral Ad Science Holding Corp. • Services-computer programming, data processing, etc. • New York
The shareholders named in Schedule I hereto (the “Selling Shareholders”) of Integral Ad Science Holding Corp., a Delaware corporation (the “Company”), severally propose to sell to the several Underwriters named in Schedule II hereto (the “Underwriters”), for whom Goldman Sachs & Co. LLC is acting as representative (the “Representatives”), an aggregate of 11,000,000 shares (the “Firm Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), each Selling Shareholder selling the amount set forth opposite such Selling Shareholder’s name in Schedule I hereto. To the extent that Goldman Sachs & Co. LLC is the only Underwriter, all references to “each Underwriter,” “the Underwriters” or “Representatives” shall refer to just Goldman Sachs & Co. LLC.
