Underwriting AgreementCustomers Bancorp, Inc. • April 22nd, 2016 • State commercial banks • New York
Company FiledApril 22nd, 2016 Industry JurisdictionCustomers Bancorp, Inc., a Pennsylvania corporation (the "Company"), proposes, subject to the terms and conditions of this underwriting agreement (this "Agreement"), to issue and sell to the several underwriters named in Schedule I hereto (the "Underwriters"), for whom you, UBS Securities LLC and Morgan Stanley & Co. LLC, are acting as representatives (the "Representatives"), an aggregate of 2,000,000 shares (the "Firm Securities") and, at the election of the Underwriters, up to 300,000 additional shares (the "Optional Securities") of the Company's Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series E (the Firm Securities and the Optional Securities that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the "Securities"). The terms of the Securities will be set forth in the Statement with Respect to Shares to be filed by the Company with the Department of State of the Commonwealth of Pennsylvania.