NO PAR VALUE) Underwriting AgreementPACIFIC GAS & ELECTRIC Co • June 26th, 2020 • Electric & other services combined • New York
PG&E Corporation, a corporation organized under the laws of the State of California (the “Company”), confirms its agreement (this “Agreement”) with each of the Underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as Representatives, with respect to the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of 423,372,629 shares of common stock, no par value, of the Company (the “Common Stock”). The aforesaid 423,372,629 shares of Common Stock to be purchased by the Underwriters are hereinafter called the “Underwritten Securities.” The Company also proposes to grant to the Underwriters an option to purchase up to 42,337,263 additional shares of Common Stock. The aforesaid 42,337,263 additional shares of Common Stock that may be purchased by the Underwriters are hereinafter called the “Option Securities” and, together with the Underwritten Securities, are hereinafter called the “Securities.” Any
Underwriting AgreementPACIFIC GAS & ELECTRIC Co • June 26th, 2020 • Electric & other services combined • New York
PG&E Corporation, a corporation organized under the laws of the State of California (the “Company”), confirms its agreement (this “Agreement”) with each of the Underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as Representatives, with respect to the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of 14,545,455 prepaid forward stock purchase contracts (the “Purchase Contracts”). The aforesaid 14,545,455 Purchase Contracts to be purchased by the Underwriters are hereinafter called the “Underwritten Securities.” The Company also proposes to grant to the Underwriters an option to purchase up to 1,454,545 additional Purchase Contracts. The aforesaid 1,454,545 additional Purchase Contracts that may be purchased by the Underwriters are hereinafter called the “Option Securities” and, together with the Underwritten Securities, are hereinafter called the “Securities.”
