Deutsche Bank AG prices 6.45% callable senior preferred notes due 2051 (preliminary pricing supplement)

Instrument: 6.45% Fixed Rate Callable Senior Debt Funding Notes, $1,000 minimum denomination, issued at 100.00% issue price with $50.00 per note discounts and commissions and $950.00 per note net proceeds to the issuer.

Ranking: Unsecured, unsubordinated senior preferred obligations of Deutsche Bank AG, ranking in priority to senior non-preferred debt under Section 46f(5) of the German Banking Act and intended to qualify as eligible liabilities under Article 72b(2) CRR (excluding point (d)).

Maturity and call: Notes mature September 15, 2051; issuer-callable in whole (not in part) on semi-annual Optional Redemption Dates commencing September 30, 2030, subject to regulatory approval.

Distribution: Sold through Deutsche Bank Securities Inc. (DBSI), an affiliate of the issuer, acting as agent under a FINRA Rule 5121 related-issuer distribution; CUSIP 25161FTK4 / ISIN US25161FTK48.

Indenture and agents: Issued under the Amended and Restated Senior Debt Funding Indenture dated August 3, 2021 (as supplemented); Delaware Trust Company as trustee and Deutsche Bank Trust Company Americas as paying agent, authenticating agent, issuing agent and registrar; Deutsche Bank AG, London Branch as calculation agent.

Risk overlay: Notes are subject to BRRD/SRM Resolution Measures including write-down or conversion into ordinary shares; events of default are limited to the opening of insolvency proceedings, and there is no right of acceleration for payment defaults.

Use of proceeds: Net proceeds will be used for general corporate purposes; tax opinion provided by Davis Polk & Wardwell LLP that the notes should be treated as fixed-rate debt instruments issued without original issue discount.