0001193125-14-167390 Sample Contracts

UNDERWRITING AGREEMENT REGIONS FINANCIAL CORPORATION 20,000,000 Depositary Shares Each Representing a 1/40th Interest in a Share of 6.375% Fixed-to- Floating Non-Cumulative Perpetual Preferred Stock, Series B
Underwriting Agreement • April 29th, 2014 • Regions Financial Corp • National commercial banks • New York

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DEPOSIT AGREEMENT among REGIONS FINANCIAL CORPORATION, COMPUTERSHARE TRUST COMPANY, N.A., as Depositary, COMPUTERSHARE INC., and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated as of April 29, 2014
Deposit Agreement • April 29th, 2014 • Regions Financial Corp • National commercial banks • New York

DEPOSIT AGREEMENT dated as April 29, 2014, among (i) Regions Financial Corporation, a Delaware corporation, (ii) Computershare Trust Company, N.A., a federally chartered, limited purpose trust company, (iii) Computershare Inc., a Delaware corporation, and (iv) the Holders from time to time of the Receipts described herein.

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