Deutsche Bank Aktiengesellschaft

To:
All holders of Deutsche Bank notes listed below

Deutsche Bank Aktiengesellschaft
Offer to Purchase for Cash up to $1,000,000,000

principal amount of outstanding eligible liabilities senior notes in the priority listed below (collectively, the “Notes”)

The Offer (defined below) will expire at 11:59 p.m., New York City time, on August 24, 2022 unless extended or earlier terminated by us (such date and time, as the same may be extended or earlier terminated, the “Expiration Time”). Holders (defined below) must validly tender and not properly withdraw their Notes (defined below) at or prior to 5:00 p.m., New York City time, on August 10, 2022, unless extended by us (such date and time, as the same may be extended, the “Early Tender Time”) in order to be eligible to receive the Full Tender Offer Consideration (defined below), which includes the Early Tender Payment (defined below). Notes validly tendered may be withdrawn at any time at or prior to 5:00 p.m., New York City time, on August 10, 2022 unless extended by us (such date and time, as the same may be extended, the “Withdrawal Deadline”), but not thereafter.

See “Certain Considerations” beginning on page 25 of this Offer to Purchase (defined below) for a description of certain factors relating to the decision to tender your Notes.

Neither the U.S. Securities and Exchange commission (the “SEC”) nor any U.S. state securities commission has approved or disapproved of the Offer, passed upon the merits or fairness of the Offer or passed upon the adequacy or accuracy of the disclosure in this Offer to Purchase (defined below). Any representation to the contrary is a criminal offense.

The Dealer Manager for the Offer is:

Deutsche Bank Securities

July 28, 2022

Existing Notes CUSIP/ISIN Insert Principal Amount of Existing Notes Owned
3.035% Eligible Liabilities Senior Notes due 2032 251526CK3 / US251526CK32
2.552% Eligible Liabilities Senior Notes due 2028 25160PAH0 / US25160PAH01
2.311% Eligible Liabilities Senior Notes due 2027 251526CP2 / US251526CP29
2.129% Eligible Liabilities Senior Notes due 2026 251526CE7 / US251526CE71

 

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