0001193125-18-294702 Sample Contracts

APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of October 5, 2018 to INDENTURE Dated as of March 17, 2014 5.375% Convertible Senior Notes due 2023
Apollo Commercial Real Estate Finance, Inc. • October 5th, 2018 • Real estate investment trusts • New York

This Third Supplemental Indenture, dated as of October 5, 2018 (this “Supplemental Indenture”), to the Indenture, dated as of March 17, 2014 (as amended, modified or supplemented from time to time in accordance therewith, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), between Apollo Commercial Real Estate Finance, Inc., a Maryland corporation, as issuer (the “Company,” subject to Section 1.01), and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee,” subject to Section 1.01).

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APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. 5.375% Convertible Senior Notes due 2023 Underwriting Agreement (this “Agreement”)
Underwriting Agreement • October 5th, 2018 • Apollo Commercial Real Estate Finance, Inc. • Real estate investment trusts • New York

• if the stock price is between two stock prices in the table or the effective date is between two effective dates in the table, the number of additional shares by which the conversion rate will be increased will be determined by a straight-line interpolation between the number of additional shares set forth for the higher and lower stock prices and the earlier and later effective dates, as applicable, based on a 365- or 366-day year, as applicable;

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