Latham & Watkins advised Oura Inc. and Simpson Thacher & Bartlett represented the underwriters in Oura Inc.'s Form S-1/A for proposed IPO

Latham & Watkins LLP advised Oura Inc. on the validity of the shares being offered, and Simpson Thacher & Bartlett LLP represented the underwriters in connection with Oura Inc.'s Form S-1/A registration statement filed September 21, 2026, for an initial public offering of common stock. Oura filed Amendment No. 1 to its Form S-1 seeking to list its common stock on the Nasdaq Global Select Market under the symbol OURA. The offering covers 50,000,000 shares of common stock, consisting of 13,500,000 shares offered by Oura and 36,500,000 shares offered by the selling stockholders, with an option for the underwriters to purchase up to an additional 7,500,000 shares from the selling stockholders. The preliminary price range was stated as $40.00 to $44.00 per share. Oura does not expect to receive proceeds from sales by the selling stockholders. Based on an assumed IPO price of $42.00 per share, the company estimated net proceeds to it of approximately $532.6 million, of which approximately $526.4 million is expected to be used to satisfy anticipated tax withholding and remittance obligations related to the RSU Net Settlement. The remainder would be used for general corporate purposes, including technology development, working capital, operating expenses and capital expenditures. The prospectus notes that Eli Lilly and Company indicated an interest in purchasing up to $100.0 million of shares in the offering and that one or more funds affiliated with Dragoneer Investment Group, LLC indicated an interest in purchasing up to $300.0 million of shares. In its prospectus, Oura described itself as an always-on health intelligence platform centered on the Oura Ring and reported that, as of June 30, 2026, it served 5.0 million Paid Members in 56 markets worldwide. For the nine months ended June 30, 2026, Oura reported revenue of $1,214.5 million versus $697.6 million in the prior-year period, net income of $60.8 million and Adjusted EBITDA of $106.7 million for that period. The preliminary prospectus names a syndicate of underwriters including Goldman Sachs & Co. LLC (representative), Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC, Allen & Company LLC, Jefferies LLC, BofA Securities, Inc., Barclays Capital Inc., Wells Fargo Securities, LLC, Citizens JMP Securities, LLC, KeyBanc Capital Markets Inc., Guggenheim Securities, LLC, Canaccord Genuity LLC, Needham & Company, LLC, Raymond James & Associates, Inc., Rothschild & Co Global Markets Solutions LLC, Truist Securities, Inc., William Blair & Company, L.L.C., and Robinhood Securities, LLC. The underwriters have committed to take and pay for the offered shares, subject to the option covering additional shares from the selling stockholders. The prospectus also describes a directed share program reserving up to 7.5% of the shares for certain individuals and entities identified by management. The selling stockholders are identified as offering 36,500,000 shares, or 44,000,000 shares if the underwriters exercise their option in full. The prospectus states that the table of principal and selling stockholders includes each holder known by Oura to beneficially own more than 5% of any class of voting securities, each named executive officer, director and director nominee, all executive officers, directors and director nominees as a group, and all of the selling stockholders. The filing further states that, following the offering, holders of up to approximately 65.1 million shares of common stock will hold registration rights under the Registration Rights Agreement, including demand, Form S-3 and piggyback rights subject to the conditions described in the filing. Oura disclosed that, upon completion of the offering, its authorized capital stock will consist of 4,500,000,000 shares of common stock and 100,000,000 shares of preferred stock. As of June 30, 2026, after giving effect to the Preferred Stock Conversion, SAFE Conversion and RSU Net Settlement, there were 307,445,459 shares of common stock outstanding held by 1,519 stockholders of record. The filing states that 25,488,554 RSUs will vest in connection with the offering, with 13,338,451 shares to be issued and 12,150,103 shares withheld to satisfy tax obligations. It also states that a July 2026 SAFE issued to Eli Lilly and Company will convert into 1,190,476 shares of common stock immediately prior to the completion of the offering, based on an assumed price of $42.00 per share. The prospectus describes lock-up arrangements applicable to Oura, its officers and directors, substantially all holders of outstanding securities and the selling stockholders, with Goldman Sachs & Co. LLC acting as representative for the underwriters in administering consent requirements during the lock-up period. The filing additionally notes that one director has pledged shares of Oura common stock to secure a personal loan and that, under specified conditions, pledged shares may be transferred to the lender upon foreclosure. Latham & Watkins LLP represented Oura Inc. with a team composed by: Marc D. Jaffe, Alison A. Haggerty, and Sandy Kugbei. Simpson Thacher & Bartlett LLP represented the underwriters with a team composed by: David W. Azarkh, Heidi E. Mayon, and Karen J. Reyes.

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Latham & Watkins advised Oura Inc. and Simpson Thacher & Bartlett represented the underwriters in Oura Inc.'s Form S-1/A for proposed IPO

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Latham & Watkins advised Oura Inc. and Simpson Thacher & Bartlett represented the underwriters in Oura Inc.'s Form S-1/A for proposed IPO

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