Form S-I Table of Contents Underwriting Discounts and Expenses The underwriting fee is equal to the public offering price per share of common stock less the amount paid by the underwriters to the selling stockholders per share of common stock. The underwriting fee is $ per share of common stock sold by the selling stockholders. No underwriting fee will be paid with respect to the shams to be issued by us to certain non-management employees. See "—The LOYAL3 Platform'. below. The following table shows the per share and total underwriting discounts and commissions to be paid to the undeiwriters assuming both no exercise and full exercise of the underwriters' ova-allotment option to purchase additional shares. Paid by the selling stockholders Per Share Total Without exercise With full of over-allotment exercise of ov er- uption to allotment option purchase to purchase additional shares additional shares We estimate that the total expenses of this offering, including registration, filing and listing fees, printing fees and legal and accounting expenses, but excluding the underwriting discounts and commissions, will be approximately S . We have agreed to reimburse the underwriters for certain expenses in an amount up to $ . A prospectus in electronic format may be made available on the web sites maintained by one or more underwriters, or selling group members. if any. participating in the offering. The underwriters may agree to allocate a number of shares to underwriters and selling group members for sale to their online brokerage account holders. Internet distributions will be allocated by the representatives to underwriters and selling group members that may make Internet distributions on the same basis as other allocations. Lock-up We will agree that we will not, subject to certain exceptions. (I) offer, pledge, announce the intention to sell, sell, contract to sell, sell any option or contract to purchase, purchase any option or contrac