2U, Inc. Loss Form

Company: 2U, Inc.

Ticker: (NASDAQGS) TWOU

Deadline

Passed

Lead Plaintiff Deadline: October 07, 2019

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Certification of Plaintiff Pursuant to Federal Securities Laws

I, duly certify and say, as to the claims asserted under the federal securities laws, that:

1. I have reviewed a complaint filed in the action.

2. I did not purchase the security that is the subject of this action at the direction of plaintiff's counsel or in order to participate in this action.

3. I am willing to serve as a representative party on behalf of the class, including providing testimony at deposition and trial, if necessary.

4. My transaction(s) in 2U, Inc. which are the subject of this litigation during the class period set forth in the complaint are set forth in the chart attached hereto.

5. Within the last 3 years,

I have not sought to serve nor have I served as a class representative in any federal securities fraud case.
I have sought to serve as a class representative in

6. I will not accept any payment for serving as a representative party on behalf of the class beyond the Plaintiff's pro rata share of any recovery, except as ordered or approved by the court, including any award for reasonable costs and expenses (including lost wages) directly relating to the representation of the class.

Are you US Citizen?

Yes. I certify under penalty of perjury that the foregoing is true and correct. Executed this
No. I certify under penalty of perjury under the laws of the United States of America that the foregoing is true and correct. Executed this

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Signed pursuant to California Civil Code Section 1633.1, et seq. - and the Uniform Electronic Transactions Act as adopted by the various states and territories of the United States.

By your signature above, you confirm that have retained Levi & Korsinsky, LLP to represent you and the shareholder class as a lead plaintiff in the pending class action against 2U, Inc. This representation will be on a contingency basis, meaning that Levi & Korsinsky will advance all expenses in the litigation and will only seek compensation and/or reimbursement of expenses if the firm obtains a recovery. Regardless of the result, we will never ask you to directly pay for any attorneys’ fees, expenses, or costs. Should we obtain a favorable result, we may ask the court to award us compensation and reimbursement of expenses to be paid by the defendants or as a portion of any class recovery. In exchange for our representation, you agree to cooperate as our client by providing, for example, relevant documents and deposition testimony, if necessary. During the course of this litigation, we may employ and/or work with other law firms, experts, and third-parties to successfully prosecute this action. If you are not appointed as the lead plaintiff or Levi & Korsinsky is not appointed as lead counsel, we will notify you of such decision at which time this representation will end unless otherwise extended by you and the firm. We look forward to working with you towards a successful resolution of this action.

I have reviewed the complaint linked in paragraph 1

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Class Period

Begins

Feb 2018

Ends

Jul 2019

February 26, 2018 - July 30, 2019

Allegations

(a) 2U’s business model was fundamentally flawed because the Company’s costs were growing disproportionately as it grew in size and complexity; (b) 2U could not take advantage of the promised economies of scale because its costs to attract each marginal student were actually increasing, not decreasing, as represented; (c) 2U was facing heightened competitive headwinds as alternative offerings flooded the marketplace and universities developed online courses in-house; (d) 2U’s growth rate in student enrollment was decelerating and was poised to decline as the Company reached market saturation; (e) 2U’s growth strategy was unsustainable, as the Company faced accelerating costs and had insufficient capital to achieve positive cash flows, improve margins or continue its revenue growth; and (f) as a result of (a)-(e), above, Defendants lacked any reasonable basis to issue 2U’s projections and financial forecasts.

Eligibility

In order to be included in the lawsuit, you must have incurred a loss on shares of purchased during the class period listed above.

Lead Plaintiff Deadline

If you suffered a loss in during the relevant time frame, you have until October 07, 2019 to request that the Court appoint you as lead plaintiff. Your ability to share in any recovery doesn't require that you serve as a lead plaintiff.