FIRST MIDWEST BANCORP, INC. (a Delaware corporation) 4,400,000 Depositary Shares Each Representing a 1/40th Interest in a Share of Fixed Rate Non- Cumulative Perpetual Preferred Stock, Series C UNDERWRITING AGREEMENTUnderwriting Agreement • June 23rd, 2020 • First Midwest Bancorp Inc • National commercial banks • New York
First Midwest Bancorp, Inc., a Delaware corporation (the “Company”), confirms its agreement with BofA Securities, Inc., J.P. Morgan Securities, Inc., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, Wells Fargo Securities, LLC, Keefe, Bruyette & Woods, Inc. and Raymond James & Associates, Inc. hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), and collectively acting as Representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of depositary shares (the “Depositary Shares”), each representing a 1/40th interest in a share of Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series C of the Company (the “Preferred Stock”) set forth in Schedule A hereto (the “Initial Securities”) and (ii) the grant by the Company to the Underwriters, acting severall
