In addition, the Company has agreed to purchase from the underwriter 6,000,000 shares of Common Stock to be sold by the Selling Stockholders in the offering, at a price per share equal to the price per share to be paid by the underwriter to the Selling Stockholders (the "Repurchase"). The Repurchase is conditioned upon the completion of the offering and the satisfaction of other customary conditions. The offering is not conditioned upon the completion of the Repurchase. The underwriter will not receive any compensation for the shares of Common Stock being purchased by the Company.
Subject to customary closing conditions, the offering and the Repurchase are expected to settle and close on or about May 12, 2026.
J.P. Morgan is acting as the underwriter for the offering.
An automatic shelf registration statement (including a prospectus) relating to the offering of Common Stock was filed by LifeStance with the SEC on May 21, 2024 and became effective upon filing. Before you invest, you should read the prospectus in the shelf registration statement and the documents incorporated by reference therein and the prospectus supplement that the Company has filed with the SEC for more complete information about the Company and the offering. The offering is being made only by means of a prospectus and a related prospectus supplement relating to the offering, copies of which may be obtained by contacting J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by email at [email protected] and [email protected]. A copy of the prospectus and the related prospectus supplement relating to the offering may also be ...