PACIFIC GAS & ELECTRIC Co Sample Contracts

PACIFIC GAS & ELECTRIC Co – MONTHLY OPERATING REPORT (GENERAL BUSINESS CASE) SUMMARY OF FINANCIAL STATUS (June 27th, 2019)

I declare under penalty of perjury I have reviewed the above summary and attached financial statements, and after making reasonable inquiry believe these documents are correct.

PACIFIC GAS & ELECTRIC Co – AMENDMENT TO ARTICLES OF INCORPORATION (June 24th, 2019)
PACIFIC GAS & ELECTRIC Co – PLAN SUPPORT AGREEMENT AS TO PLAN TREATMENT OF PUBLIC ENTITY’S WILDFIRE CLAIMS (June 19th, 2019)

This PLAN SUPPORT AGREEMENT (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of June 18, 2019, is entered into by and among the following parties:

PACIFIC GAS & ELECTRIC Co – PLAN SUPPORT AGREEMENT AS TO PLAN TREATMENT OF PUBLIC ENTITIES’ WILDFIRE CLAIMS (June 19th, 2019)

This PLAN SUPPORT AGREEMENT (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of June 18, 2019, is entered into by and among the following parties:

PACIFIC GAS & ELECTRIC Co – PLAN SUPPORT AGREEMENT AS TO PLAN TREATMENT OF PUBLIC ENTITY’S (June 19th, 2019)

This PLAN SUPPORT AGREEMENT (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of June 18, 2019, is entered into by and among the following parties:

PACIFIC GAS & ELECTRIC Co – PLAN SUPPORT AGREEMENT AS TO PLAN TREATMENT (June 19th, 2019)
PACIFIC GAS & ELECTRIC Co – PLAN SUPPORT AGREEMENT AS TO PLAN TREATMENT (June 19th, 2019)

This PLAN SUPPORT AGREEMENT (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of June 18, 2019, is entered into by and among the following parties:

PACIFIC GAS & ELECTRIC Co – PLAN SUPPORT AGREEMENT AS TO PLAN TREATMENT (June 19th, 2019)

This PLAN SUPPORT AGREEMENT (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of June 18, 2019, is entered into by and among the following parties:

PACIFIC GAS & ELECTRIC Co – MONTHLY OPERATING REPORT (GENERAL BUSINESS CASE) SUMMARY OF FINANCIAL STATUS (May 30th, 2019)

I declare under penalty of perjury I have reviewed the above summary and attached financial statements, and after making reasonable inquiry believe these documents are correct.

PACIFIC GAS & ELECTRIC Co – MONTHLY OPERATING REPORT (GENERAL BUSINESS CASE) SUMMARY OF FINANCIAL STATUS (May 9th, 2019)

I declare under penalty of perjury I have reviewed the above summary and attached financial statements, and after making reasonable inquiry believe these documents are correct.

PACIFIC GAS & ELECTRIC Co – PG&E Announces New Board Member and Appointment of Special Independent Safety Advisor Enters Agreement with BlueMountain; Intends to Expand Board at 2019 Annual Meeting and Commence Search for an Additional Independent Director with Clean Energy Expertise/Experience (April 23rd, 2019)

San Francisco, Calif. — PG&E Corporation (NYSE: PCG) today announced additional changes to the Boards of Directors (the “PG&E Boards” or the “Boards”) of the Corporation and Pacific Gas and Electric Company (together, the “company”) as well as actions aimed at strengthening the company’s safety culture.

PACIFIC GAS & ELECTRIC Co – SETTLEMENT AGREEMENT (April 23rd, 2019)

This Settlement Agreement (this “Agreement”) is entered into and effective as of April 22, 2019, by and among PG&E Corporation, a California corporation (for itself and on behalf of the Utility (as defined below), the “Company”), and BlueMountain Capital Management, LLC, a Delaware limited liability company (for itself and on behalf of BMCA (as defined below), “BlueMountain” and, together with the Company and the Utility, the “Parties”).

PACIFIC GAS & ELECTRIC Co – Amendment to Bylaws of PG&E Corporation (April 16th, 2019)
PACIFIC GAS & ELECTRIC Co – Amendment to Bylaws of PG&E Corporation (April 5th, 2019)

In addition, for a shareholder’s written notice to the Corporate Secretary to be proper and timely, a shareholder providing notice of any business (including the nomination of any person for election to the Board) proposed to be made at any annual meeting shall further update and supplement such notice, if necessary, so that the information provided or required to be provided in such notice pursuant to this Section 2 shall be true and correct as of the record date for the meeting and as of the date that is ten business days prior to the meeting or any adjournment or postponement thereof. Such update and supplement (or, if applicable, written confirmation that the information provided in such notice is still true and correct as of the applicable date) shall be delivered to, or mailed to and received by, the Corporate Secretary at the principal executive office of the Corporation no later than five business days after the record date for the meeting (in th

PACIFIC GAS & ELECTRIC Co – Amendment to Bylaws of Pacific Gas and Electric Company (April 5th, 2019)

In addition, for a shareholder’s written notice to the Corporate Secretary to be proper and timely, a shareholder providing notice of any business (including the nomination of any person for election to the Board) proposed to be made at any annual meeting shall further update and supplement such notice, if necessary, so that the information provided or required to be provided in such notice pursuant to this Section 2 shall be true and correct as of the record date for the meeting and as of the date that is ten business days prior to the meeting or any adjournment or postponement thereof. Such update and supplement (or, if applicable, written confirmation that the information provided in such notice is still true and correct as of the applicable date) shall be delivered to, or mailed to and received by, the Corporate Secretary at the principal executive office of the Company no later than five business days after the record date for the meeting (in the ca

PACIFIC GAS & ELECTRIC Co – MONTHLY OPERATING REPORT (GENERAL BUSINESS CASE) SUMMARY OF FINANCIAL STATUS (April 1st, 2019)

I declare under penalty of perjury I have reviewed the above summary and attached financial statements, and after making reasonable inquiry believe these documents are correct.

PACIFIC GAS & ELECTRIC Co – MONTHLY OPERATING REPORT (GENERAL BUSINESS CASE) SUMMARY OF FINANCIAL STATUS (April 1st, 2019)

I declare under penalty of perjury I have reviewed the above summary and attached financial statements, and after making reasonable inquiry believe these documents are correct.

PACIFIC GAS & ELECTRIC Co – PG&E CORPORATION 2014 LONG-TERM INCENTIVE PLAN NON-ANNUAL RESTRICTED STOCK UNIT AWARD (February 28th, 2019)

PG&E CORPORATION, a California corporation, hereby grants Restricted Stock Units to the Recipient named below (sometimes referred to as “you”). The Restricted Stock Units have been granted under the PG&E Corporation 2014 Long-Term Incentive Plan, as amended (the “LTIP”). The terms and conditions of the Restricted Stock Units are set forth in this cover sheet and in the attached Restricted Stock Unit Agreement (the “Agreement”).

PACIFIC GAS & ELECTRIC Co – SEPARATION AGREEMENT (February 28th, 2019)

This Separation Agreement ("Agreement ") is made and entered into by and between Pat Hogan and Pacific Gas and Electric Company (the "Company" or "PG&E") (collectively the "Parties") and sets forth the terms and conditions of Mr. Hogan's separation from employment with the Company. The "Effective Date" of this Agreement is defined in paragraph 18(a).

PACIFIC GAS & ELECTRIC Co – SEPARATION AGREEMENT January 12, 2019 (February 28th, 2019)

This Separation Agreement (" Agreement ") is made and entered into by and between Geisha Williams and PG&E Corporation (the " Corporation") (collectively the "Parties") and sets forth the terms and conditions of Ms. Williams' separation from employment with the Corporation. The "Effective Date" of this Agreement is defined in paragraph 18(a).

PACIFIC GAS & ELECTRIC Co – Investor Relations Contact: 415.972.7080 | Media Inquiries Contact: 415.973.5930 | www.pgecorp.com (February 28th, 2019)

Caribou-Palermo Transmission Line in Butte County Associated with 2018 Camp Fire to Remain Out of Service Until Determined to Be Fully Safe or Decommissioned

PACIFIC GAS & ELECTRIC Co – SENIOR SECURED SUPERPRIORITY DEBTOR-IN-POSSESSION CREDIT, GUARANTY AND SECURITY AGREEMENT among PACIFIC GAS AND ELECTRIC COMPANY, a debtor and a debtor-in- possession, as Borrower, PG&E CORPORATION, a debtor and a debtor-in-possession, as a Guarantor, The Several Lenders from Time to Time Parties Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, CITIBANK, N.A., as Collateral Agent, BARCLAYS BANK PLC, CITIBANK, N.A., BNP PARIBAS SECURITIES CORP., CREDIT SUISSE LOAN FUNDING LLC, GOLDMAN SACHS BANK USA, MUFG UNION BANK, N.A., and WELLS FARGO SECURITIES, LLC as Joint Lead Arrangers and Jo (February 1st, 2019)
PACIFIC GAS & ELECTRIC Co – PG&E CORPORATION 2014 LONG-TERM INCENTIVE PLAN NON-ANNUAL RESTRICTED STOCK UNIT AWARD (November 5th, 2018)

PG&E CORPORATION, a California corporation, hereby grants Restricted Stock Units to the Recipient named below (sometimes referred to as “you”). The Restricted Stock Units have been granted under the PG&E Corporation 2014 Long-Term Incentive Plan, as amended (the “LTIP”). The terms and conditions of the Restricted Stock Units are set forth in this cover sheet and in the attached Restricted Stock Unit Agreement (the “Agreement”).

PACIFIC GAS & ELECTRIC Co – PG&E Corporation Reports Third-Quarter 2018 Financial Results (November 5th, 2018)

San Francisco, Calif. — PG&E Corporation’s (NYSE: PCG) recorded third-quarter 2018 net income available to common shareholders was $564 million, or $1.09 per share, as reported in accordance with generally accepted accounting principles (GAAP). This compares with net income available to common shareholders of $550 million, or $1.07 per share, for the third quarter of 2017.

PACIFIC GAS & ELECTRIC Co – PG&E Corporation and Pacific Gas and Electric Company Executive Incentive Compensation Recoupment Policy (Policy) Effective February 21, 2018 (November 5th, 2018)

PG&E Corporation and Pacific Gas and Electric Company (each, a Company) provide Section 16 Officers (1) the opportunity to participate in various performance-based short- and long-term compensation arrangements. Payments under such arrangements are advanced to such Section 16 Officers as earned, vested, or paid (Payments) but remain subject to recoupment as set forth in the Policy.

PACIFIC GAS & ELECTRIC Co – PG&E CORPORATION 2014 LONG-TERM INCENTIVE PLAN NON-ANNUAL RESTRICTED STOCK UNIT AWARD (November 5th, 2018)

PG&E CORPORATION, a California corporation, hereby grants Restricted Stock Units to the Recipient named below (sometimes referred to as “you”). The Restricted Stock Units have been granted under the PG&E Corporation 2014 Long-Term Incentive Plan, as amended (the “LTIP”). The terms and conditions of the Restricted Stock Units are set forth in this cover sheet and in the attached Restricted Stock Unit Agreement (the “Agreement”).

PACIFIC GAS & ELECTRIC Co – $800,000,000 Aggregate Principal Amount Pacific Gas and Electric Company $500,000,000 4.25% Senior Notes due August 1, 2023 $300,000,000 4.65% Senior Notes due August 1, 2028 PURCHASE AGREEMENT (August 6th, 2018)
PACIFIC GAS & ELECTRIC Co – REGISTRATION RIGHTS AGREEMENT (August 6th, 2018)

This REGISTRATION RIGHTS AGREEMENT dated August 6, 2018 (this “Agreement”) is entered into by and between Pacific Gas and Electric Company, a California corporation (the “Company”) and Goldman Sachs & Co. LLC, Mizuho Securities USA LLC, RBC Capital Markets, LLC and SMBC Nikko Securities America, Inc., as representatives (the “Representatives”) of the several purchasers named in Schedules I-A and I-B to the Purchase Agreement (as defined below) (the “Initial Purchasers”).

PACIFIC GAS & ELECTRIC Co – INDENTURE Dated as of August 6, 2018 between PACIFIC GAS AND ELECTRIC COMPANY, Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., Trustee (August 6th, 2018)

INDENTURE (this “Indenture”), dated as of August 6, 2018 between PACIFIC GAS AND ELECTRIC COMPANY, a corporation duly organized and existing under the laws of the State of California (the “Company”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association organized under the laws of the United States of America, as Trustee (the “Trustee”).

PACIFIC GAS & ELECTRIC Co – First Supplemental Indenture Dated as of August 6, 2018 to the Indenture Dated as of August 6, 2018 PACIFIC GAS AND ELECTRIC COMPANY Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Trustee (August 6th, 2018)

FIRST SUPPLEMENTAL INDENTURE, dated as of August 6, 2018 (this “Supplemental Indenture”), by and between PACIFIC GAS AND ELECTRIC COMPANY, a corporation duly organized and existing under the laws of the State of California (the “Company” or the “Issuer”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association organized and existing under the laws of the United States of America, as Trustee under the Base Indenture (as hereinafter defined) (the “Trustee”).

PACIFIC GAS & ELECTRIC Co – PG&E Corporation Reports Second-Quarter 2018 Financial Results (July 26th, 2018)

Non-GAAP earnings from operations were $1.16 per share for the second quarter of 2018, compared with $0.86 per share for the same period in 2017.

PACIFIC GAS & ELECTRIC Co – PG&E CORPORATION 2014 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD - NON-EMPLOYEE DIRECTORS (July 26th, 2018)

PG&E CORPORATION, a California corporation, hereby grants Restricted Stock Units to the Recipient named below. The Restricted Stock Units have been granted under the PG&E Corporation 2014 Long-Term Incentive Plan (the “LTIP”). The terms and conditions of the Restricted Stock Units are set forth in this cover sheet and in the attached Restricted Stock Unit Agreement (the “Agreement”).

PACIFIC GAS & ELECTRIC Co – PG&E CORPORATION 2014 LONG-TERM INCENTIVE PLAN NON-ANNUAL RESTRICTED STOCK UNIT AWARD (July 26th, 2018)

PG&E CORPORATION, a California corporation, hereby grants Restricted Stock Units to the Recipient named below (sometimes referred to as “you”). The Restricted Stock Units have been granted under the PG&E Corporation 2014 Long-Term Incentive Plan, as amended (the “LTIP”). The terms and conditions of the Restricted Stock Units are set forth in this cover sheet and in the attached Restricted Stock Unit Agreement (the “Agreement”).

PACIFIC GAS & ELECTRIC Co – PG&E CORPORATION 2014 LONG-TERM INCENTIVE PLAN NON-ANNUAL RESTRICTED STOCK UNIT AWARD (July 26th, 2018)

PG&E CORPORATION, a California corporation, hereby grants Restricted Stock Units to the Recipient named below (sometimes referred to as “you”). The Restricted Stock Units have been granted under the PG&E Corporation 2014 Long-Term Incentive Plan, as amended (the “LTIP”). The terms and conditions of the Restricted Stock Units are set forth in this cover sheet and in the attached Restricted Stock Unit Agreement (the “Agreement”).

PACIFIC GAS & ELECTRIC Co – PG&E CORPORATION 2014 LONG-TERM INCENTIVE PLAN PERFORMANCE SHARE AWARD - TSR (May 3rd, 2018)

PG&E CORPORATION, a California corporation, hereby grants Performance Shares to the Recipient named below (sometimes referred to as “you”). The Performance Shares have been granted under the PG&E Corporation 2014 Long-Term Incentive Plan, as amended (the “LTIP”). The terms and conditions of the Performance Shares are set forth in this cover sheet and the attached Performance Share Agreement (the “Agreement”).