PCG 10-K Annual Report Dec. 31, 2021 | Alphaminr
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PCG 10-K Fiscal year ended Dec. 31, 2021

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PG&E CORP
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Shareholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1: Organization and Basis Of PresentationNote 2: Bankruptcy FilingNote 3: Summary Of Significant Accounting PoliciesNote 4: Regulatory Assets, Liabilities, and Balancing AccountsNote 5: DebtNote 6: Common Stock and Share-based CompensationNote 7: Preferred StockNote 8: Earnings Per ShareNote 9: Income TaxesNote 10: DerivativesNote 11: Fair Value MeasurementsNote 12: Employee Benefit PlansNote 13: Related Party Agreements and TransactionsNote 14: Wildfire-related ContingenciesNote 15: Other Contingencies and CommitmentsItem 9. Changes in and Disagreements with Accountants on Accounting and Finance DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Amended and Restated Articles of Incorporation of PG&E Corporation, effective as of May 29, 2002, as amended by the Amendment dated June 22, 2020 (incorporated by reference to PG&E Corporations Form 8 K dated June 20, 2020 (File No. 1-12609) Exhibit 3.1) 3.2 Bylaws of PG&E Corporation, Amended and Restated as of June 22, 2020 (incorporated by reference to PG&E Corporations Form 8-K dated June 20, 2020 (File No. 1-12609) Exhibit 3.3) 3.3 Amended and Restated Articles of Incorporation of Pacific Gas and Electric Company, effective as of June 22, 2020 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 20, 2020 (File No. 1-2348), Exhibit 3.2) 3.4 Bylaws of Pacific Gas and Electric Company, Amended and Restated as of May 20, 2021 (incorporated by reference in Pacific Gas and Electric Companys Form 10-Q dated May 20, 2021 (File No. 1-2348), Exhibit 3.1) 3.5 Amended and Restated Limited Liability Company Agreement of PG&E Recovery Funding LLC, dated as of October 27, 2021 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 4, 2021 (File No. 1-2348), Exhibit 3.2) 4.1 Indenture, dated as of August 6, 2018, between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A. (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated August 6, 2018 (File No. 1-2348), Exhibit 4.1) 4.2 First Supplemental Indenture, dated as of August 6, 2018, relating to the issuance by Pacific Gas and Electric Company of $500,000,000 aggregate principal amount of 4.25% Senior Notes due August 1, 2023 and $300,000,000 aggregate principal amount of 4.65% Senior Notes due August 1, 2028 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated August 6, 2018 (File No. 1-2348), Exhibit 4.2) 4.3 Second Supplemental Indenture, dated as of July 1, 2020, to the Indenture, dated as of August 6, 2018, between Pacific Gas and Electric Company and BOKF, N.A., as trustee (including forms of certain series of Reinstated Senior Notes) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated July 2, 2020 (File No. 1-2348), Exhibit 4.5) 4.4 Indenture, dated as of April 22, 2005, supplementing, amending and restating the Indenture of Mortgage, dated as of March 11, 2004, as supplemented by a First Supplemental Indenture, dated as of March 23, 2004, and a Second Supplemental Indenture, dated as of April 12, 2004, between Pacific Gas and Electric Company and The Bank of New York Trust Company, N.A. (incorporated by reference to Pacific Gas and Electric Companys Form 10-Q for the quarter ended March 31, 2005 (File No. 1-2348), Exhibit 4.1) 4.5 First Supplemental Indenture, dated as of March 13, 2007, relating to the issuance of $700,000,000 principal amount of Pacific Gas and Electric Companys 5.80% Senior Notes due March 1, 2037 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated March 14, 2007 (File No. 1-2348), Exhibit 4.1) 4.6 Third Supplemental Indenture, dated as of March 3, 2008, relating to the issuance of $400,000,000 of Pacific Gas and Electric Companys 6.35% Senior Notes due February 15, 2038 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated March 3, 2008 (File No. 1-2348), Exhibit 4.1) 4.7 Sixth Supplemental Indenture, dated as of March 6, 2009, relating to the issuance of $550,000,000 aggregate principal amount of Pacific Gas and Electric Companys 6.25% Senior Notes due March 1, 2039 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated March 6, 2009 (File No. 1-2348), Exhibit 4.1) 4.8 Eighth Supplemental Indenture, dated as of November 18, 2009, relating to the issuance of $550,000,000 aggregate principal amount of Pacific Gas and Electric Companys 5.40% Senior Notes due January 15, 2040 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 18, 2009 (File No. 1-2348), Exhibit 4.1) 4.9 Ninth Supplemental Indenture, dated as of April 1, 2010, relating to the issuance of $250,000,000 aggregate principal amount of its 5.80% Senior Notes due March 1, 2037 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated April 1, 2010 (File No. 1-2348), Exhibit 4.1) 4.10 Ninth Supplemental Indenture, dated as of June 3, 2021, relating to the $800,000,000 aggregate principal amount of 3.000% First Mortgage Bonds due June 15, 2028 (the First Mortgage Bonds), between Pacific Gas and Electric Company and the Trustee (including the form of First Mortgage Bonds) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 1, 2021 (File No. 1-2348), Exhibit 4.1) 4.11 Twelfth Supplemental Indenture, dated as of November 18, 2010, relating to the issuance of $250,000,000 aggregate principal amount of Pacific Gas and Electric Companys 3.50% Senior Notes due October 1, 2020 and $250,000,000 aggregate principal amount of its 5.40% Senior Notes due January 15, 2040 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 18, 2010 (File No. 1-2348), Exhibit 4.1) 4.12 Thirteenth Supplemental Indenture, dated as of May 13, 2011, relating to the issuance of $300,000,000 aggregate principal amount of Pacific Gas and Electric Companys 4.25% Senior Notes due May 15, 2021 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated May 13, 2011 (File No. 1-2348), Exhibit 4.1) 4.13 Fourteenth Supplemental Indenture, dated as of September 12, 2011, relating to the issuance of $250,000,000 aggregate principal amount of Pacific Gas and Electric Companys 3.25% Senior Notes due September 15, 2021 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated September 12, 2011 (File No. 1-2348), Exhibit 4.1) 4.14 Sixteenth Supplemental Indenture, dated as of December 1, 2011, relating to the issuance of $250,000,000 aggregate principal amount of Pacific Gas and Electric Companys 4.50% Senior Notes due December 15, 2041 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated December 1, 2011 (File No. 1-2348), Exhibit 4.1) 4.15 Seventeenth Supplemental Indenture, dated as of April 16, 2012, relating to the issuance of $400,000,000 aggregate principal amount of Pacific Gas and Electric Companys 4.45% Senior Notes due April 15, 2042 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated April 16, 2012 (File No. 1-2348), Exhibit 4.1) 4.16 Eighteenth Supplemental Indenture, dated as of August 16, 2012, relating to the issuance of $400,000,000 aggregate principal amount of Pacific Gas and Electric Companys 2.45% Senior Notes due August 15, 2022 and $350,000,000 aggregate principal amount of its 3.75% Senior Notes due August 15, 2042 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated August 16, 2012 (File No. 1-2348), Exhibit 4.1) 4.17 Nineteenth Supplemental Indenture, dated as of June 14, 2013, relating to the issuance of $375,000,000 aggregate principal amount of Pacific Gas and Electric Companys 3.25% Senior Notes due June 15, 2023 and $375,000,000 aggregate principal amount of its 4.60% Senior Notes due June 15, 2043 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 14, 2013 (File No. 1-2348), Exhibit 4.1) 4.18 Twentieth Supplemental Indenture, dated as of November 12, 2013, relating to the issuance of $300,000,000 aggregate principal amount of Pacific Gas and Electric Companys 3.85% Senior Notes due November 15, 2023 and $500,000,000 aggregate principal amount of its 5.125% Senior Notes due November 15, 2043 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 12, 2013 (File No. 1-2348), Exhibit 4.1) 4.19 Twenty-First Supplemental Indenture, dated as of February 21, 2014, relating to the issuance of $450,000,000 aggregate principal amount of Pacific Gas and Electric Companys 3.75% Senior Notes due February 15, 2024 and $450,000,000 aggregate principal amount of its 4.75% Senior Notes due February 15, 2044 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated February 21, 2014 (File No. 1-2348), Exhibit 4.1) 4.20 Twenty-Third Supplemental Indenture, dated as of August 18, 2014, relating to the issuance of $350,000,000 aggregate principal amount of Pacific Gas and Electric Companys 3.40% Senior Notes due August 15, 2024 and $225,000,000 aggregate principal amount of its 4.75% Senior Notes due February 15, 2044 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated August 18, 2014 (File No. 1-2348), Exhibit 4.1) 4.21 Twenty-Fourth Supplemental Indenture, dated as of November 6, 2014, relating to the issuance of $500,000,000 aggregate principal amount of Pacific Gas and Electric Companys 4.30% Senior Notes due March 15, 2045 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 6, 2014 (File No. 1-2348), Exhibit 4.1) 4.22 Twenty-Fifth Supplemental Indenture, dated as of June 12, 2015, relating to the issuance of $400,000,000 aggregate principal amount of Pacific Gas and Electric Companys 3.50% Senior Notes due June 15, 2025 and $100,000,000 aggregate principal amount of its 4.30% Senior Notes due March 15, 2045 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 12, 2015 (File No. 1-2348), Exhibit 4.1) 4.23 Twenty-Sixth Supplemental Indenture, dated as of November 5, 2015, relating to the issuance of $200,000,000 aggregate principal amount of Pacific Gas and Electric Companys 3.50% Senior Notes due June 15, 2025 and $450,000,000 aggregate principal amount of its 4.25% Senior Notes due March 15, 2046 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 5, 2015 (File No. 1-2348), Exhibit 4.1) 4.24 Twenty-Seventh Supplemental Indenture, dated as of March 1, 2016, relating to the issuance of $600,000,000 aggregate principal amount of Pacific Gas and Electric Companys 2.95% Senior Notes due March 1, 2026 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated March 1, 2016 (File No. 1-2348), Exhibit 4.1) 4.25 Twenty-Eighth Supplemental Indenture, dated as of December 1, 2016, relating to the issuance of $250,000,000 aggregate principal amount of Pacific Gas and Electric Companys Floating Rate Senior Notes due November 30, 2017 and $400,000,000 aggregate principal amount of its 4.00% Senior Notes due December 1, 2046 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated December 1, 2016 (File No. 1-2348), Exhibit 4.1) 4.26 Twenty-Ninth Supplemental Indenture, dated as of March 10, 2017, relating to the issuance of $400,000,000 aggregate principal amount of Pacific Gas and Electric Companys 3.30% Senior Notes due March 15, 2027 and $200,000,000 aggregate principal amount of its 4.00% Senior Notes due December 1, 2046 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated March 10, 2017 (File No. 1-2348), Exhibit 4.1) 4.27 Thirtieth Supplemental Indenture, dated as of July 1, 2020, to the Amended and Restated Indenture, dated as of April 22, 2005, between Pacific Gas and Electric Company and BOKF, N.A., as trustee (including forms of certain series of Reinstated Senior Notes as defined therein) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 30, 2020 (File No. 1-2348), Exhibit 4.3) 4.28 Indenture, dated as of November 29, 2017, relating to the issuance of $500,000,000 aggregate principal amount of by Pacific Gas and Electric Companys Floating Rate Senior Notes due November 28, 2018, $1,150,000,000 aggregate principal amount of its 3.30% Senior Notes due December 1, 2027 and $850,000,000 aggregate principal amount of its 3.95% Senior Notes due December 1, 2047 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 29, 2017 (File No. 1-2348), Exhibit 4.1) 4.29 First Supplemental Indenture, dated as of July 1, 2020, to the Indenture, dated as of November 29, 2017, between Pacific Gas and Electric Company and BOKF, N.A., as trustee (including forms of certain series of Reinstated Senior Notes as defined therein) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 30, 2020 (File No. 1-2348), Exhibit 4.4) 4.30 Senior Note Indenture, dated as of February 10, 2014, between PG&E Corporation and U.S. Bank National Association (incorporated by reference to PG&E Corporations Form S-3 dated February 11, 2014 (File No. 333-193880), Exhibit 4.1) 4.31 Indenture of Mortgage, dated as of June 19, 2020, between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 19, 2020 (File No. 1-2348), Exhibit 4.1) 4.32 First Supplemental Indenture, dated as of June 19, 2020,to the Indenture of Mortgage, dated as of June 19,2020,relating to the 1.75% First Mortgage Bonds due June 16, 2022, 2.10% First Mortgage Bonds due August 1, 2027, 2.50% First Mortgage Bonds due February 1, 2031, 3.30% First Mortgage Bonds due August 1, 2040 and 3.50% First Mortgage Bonds due August 1, 2050, between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A. (including the form of Mortgage Bonds of each series) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 19, 2020 (File No. 1-2348), Exhibit 4.2) 4.33 Second Supplemental Indenture, dated as of July 1, 2020, to the Indenture of Mortgage, dated as of June 19, 2020, between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A., as trustee (including forms of the Senior Notes Collateral Bonds as defined therein) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 30, 2020 (File No. 1-2348), Exhibit 4.6) 4.34 Third Supplemental Indenture, dated as of July 1, 2020, to the Indenture of Mortgage, dated as of June 19, 2020, relating to 3.75% First Mortgage Bond due July 1, 2028 and 3.45% First Mortgage Bond due July 1, 2025 (collectively, the Short-Term Exchange Mortgage Bonds) and 4.95% First Mortgage Bond due July 1, 2050 and 4.55% First Mortgage Bond due July 1, 2030 (collectively, the Long-Term Exchange Mortgage Bonds) between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A., as trustee (including forms of the Short-Term Exchange Mortgage Bonds and the Long-Term Exchange Mortgage Bonds) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 30, 2020 (File No. 1-2348), Exhibit 4.1) 4.35 Fourth Supplemental Indenture, dated as of July 1, 2020, to the Indenture of Mortgage, dated as of June 19, 2020, relating to 3.15% First Mortgage Bond due July 1, 2026 and 4.50% First Mortgage Bond due July 1, 2040 (collectively, the Funded Debt Mortgage Bonds) between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A., as trustee (including forms of the Funded Debt Mortgage Bonds) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 30, 2020 (File No. 1-2348), Exhibit 4.2) 4.36 Fifth Supplemental Indenture, dated as of July 1, 2020, to the Indenture of Mortgage, dated as of June 19, 2020, between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A., as trustee (including forms of the collateral bonds securing the $1,500,000,000 18-month term loan facility and the $1,500,000,000 364-day term loan facility) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 30, 2020 (File No. 1-2348), Exhibit 4.7) 4.37 Sixth Supplemental Indenture, dated as of August 1, 2020, to the Indenture of Mortgage, dated as of June 19, 2020, between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2020 (File No. 1-12609), Exhibit 4.15) 4.38 Pledge Agreement, dated as of October 5, 2020, by and between Pacific Gas and Electric Company and MUFG Bank, Ltd. (incorporated by reference to PG&E Corporations Form 8-K dated October 5, 2020 (File No. 1-12609), Exhibit 4.1) 4.39 Eighth Supplemental Indenture, dated as of March 11, 2021,to the Indenture of Mortgage, dated as of June 19,2020,relating to the $1,500,000,000 aggregate principal amount of 1.367% First Mortgage Bonds due March 10, 2023, $450,000,000 aggregate principal amount of 3.25% First Mortgage Bonds due June 1, 2031 Bonds and $450,000,000 aggregate principal amount of 4.20% First Mortgage Bonds due June 1, 2041 Bonds, between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A.(including the form of First Mortgage Bonds of each series) (incorporated by reference to Pacific Gas and Electric CompanysForm 8-K dated March 8, 2021 (File No. 1-2348), Exhibit 4.1) 4.40 Ninth Supplemental Indenture, dated as of June 3, 2021,to the Indenture of Mortgage, dated as of June 19, 2020,relating to the $800,000,000 aggregate principal amount of 3.000% First Mortgage Bonds due June 15, 2028 (the 2028 Bonds), between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A. (including the form of 2028 Bonds) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 1, 2021 (File No. 1-2348), Exhibit 4.1) 4.41 Tenth Supplemental Indenture, dated as of June 22, 2021,to the Indenture of Mortgage, dated as of June 19, 2020,relating to the collateral bonds, between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A. (including the forms of collateral bonds securing the revolving credit facility) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 22, 2021 (File No. 1-2348), Exhibit 4.1) 4.42 Eleventh Supplemental Indenture, dated as of October 29, 2021,to the Indenture of Mortgage, dated as of June 19, 2020,relating to the collateral bond, between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A. (including the form of collateral bond securing the 18-month term loan facility) (incorporated by reference to Pacific Gas and Electric Companys Form 10-Q for the quarter ended September 30, 2021 (File No. 1-2348), Exhibit 4.2) 4.43 Twelfth Supplemental Indenture, dated as of November 15, 2021,to the Indenture of Mortgage, dated as of June 19, 2020,relating to the $300,000,000 aggregate principal amount of Floating Rate Mortgage Bonds due November 14, 2022 (the Floating Rate Mortgage Bonds) and the $900,000,000 aggregate principal amount of 1.70% First Mortgage Bonds due November 15, 2023 (the 2023 Bonds), between Pacific Gas and Electric Company andThe Bank of New York Mellon Trust Company, N.A.(including the forms of Floating Rate Mortgage Bonds and 2023 Bonds) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 10, 2021 File No. 1-2348), Exhibit 4.1) 4.44 Indenture, dated as of June 23, 2020, between PG&E Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to PG&E Corporations Form 8-K dated June 19, 2020 (File No. 1-12609), Exhibit 4.1) 4.45 First Supplemental Indenture, dated as of June 23, 2020, to the Indenture, dated as of June 23, 2020, relating to the 5.000% Senior Secured Notes due July 1, 2028 (the 2028 Notes) and the 5.250% Senior Secured Notes due July 1, 2030 (the 2030 Notes; together with the 2028 Notes, the Notes), by and among PG&E Corporation, The Bank of New York Mellon Trust Company, N.A., and JP Morgan Chase Bank N.A., as collateral agent (including the form of Notes for each series) (incorporated by reference to PG&E Corporations Form 8-K dated June 19, 2020 (File No. 1-2609), Exhibit 4.2) 4.46 Escrow Deposit and Disbursement Agreement, dated as of June 23, 2020, by and among PG&E Corporation, The Bank of New York Mellon Trust Company, N.A., as escrow agent (incorporated by reference to PG&E Corporations Form 8-K dated June 19, 2020 (File No. 1-2609), Exhibit 4.3) 4.47 Calculation Agency Agreement, dated as June 19, 2020, by and between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A, as calculation agent (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 19, 2020 (File No. 1-2348), Exhibit 4.3) 4.48 Escrow Deposit and Disbursement Agreement, dated as of June 19, 2020, by and among Pacific Gas and Electric Company, The Bank of New York Mellon Trust Company, N.A., as escrow agent (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 19, 2020 (File No. 1-2348), Exhibit 4.4) 4.49 Indenture, dated as of November 12, 2021, by and between PG&E Recovery Funding LLC and The Bank of New York Melon Trust Company, N.A. (including forms of the Senior Secured Recovery Bonds) (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 12, 2021 (File No. 1-12609), Exhibit 4.1) 4.50 Series Supplement, dated as of November 12, 2021, by and between PG&E Recovery Funding LLC and The Bank of New York Melon Trust Company, N.A. (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 12, 2021 (File No. 1-12609), Exhibit 4.2) 4.51(a) Description of PG&E Corporations Securities Common Stock and Equity Units 4.51(b) Description of Pacific Gas and Electric Companys Securities Preferred Stock 10.1 Second Amended and Restated Credit Agreement, dated as of April 27, 2015, among (1) PG&E Corporation, as borrower, (2) Bank of America, N.A., as administrative agent and a lender, (3) Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., J.P. Morgan Securities LLC, and Wells Fargo Securities LLC, as joint lead arrangers and joint bookrunners, (4) Citibank N.A. and JPMorgan Chase Bank, N.A., as co-syndication agents and lenders, (5) Wells Fargo Bank, National Association, as documentation agent and lender, and (6) the following other lenders: Barclays Bank PLC, BNP Paribas, Goldman Sachs Bank USA, Morgan Stanley Bank, N.A., Morgan Stanley Senior Funding, Inc., The Bank of New York Mellon, N.A., Mizuho Corporate Bank, Ltd., Royal Bank of Canada, U.S. Bank, National Association, MUFG Union Bank, N.A., TD Bank, N.A., Canadian Imperial Bank of Commerce, New York Branch, and Sumitomo Mitsui Banking Corporation (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2015 (File No. 1-12609), Exhibit 10.1) 10.2 Second Amended and Restated Credit Agreement dated as of April 27, 2015, among (1) Pacific Gas and Electric Company, as borrower, (2) Citibank N.A., as administrative agent and a lender, (3) Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., J.P. Morgan Securities LLC, and Wells Fargo Securities LLC, as joint lead arrangers and joint bookrunners, (4) Bank of America, N.A. and JPMorgan Chase Bank, N.A., as co-syndication agents and lenders, (5) Wells Fargo Bank, National Association, as documentation agent and lender, and (6) the following other lenders: Barclays Bank PLC, BNP Paribas, Goldman Sachs Bank USA, Morgan Stanley Bank, N.A., Morgan Stanley Senior Funding, Inc., The Bank of New York Mellon, N.A., Mizuho Corporate Bank, Ltd., Royal Bank of Canada, U.S. Bank National Association, MUFG Union Bank, N.A., TD Bank, N.A., Canadian Imperial Bank of Commerce, New York Branch, and Sumitomo Mitsui Banking Corporation (incorporated by reference to Pacific Gas and Electric Companys Form 10-Q for the quarter ended March 31, 2015 (File No. 1-2348), Exhibit 10.2) 10.3 Term Loan Agreement, dated as of April 16, 2018, by and among PG&E Corporation, the several banks and other financial institutions or entities from time to time parties thereto, Mizuho Bank, Ltd., Royal Bank of Canada and Sumitomo Mitsui Banking Corporation, as joint lead arrangers and joint bookrunners and Mizuho Bank, Ltd., as administrative agent (incorporated by reference to PG&E Corporations Form 8-K dated April 16, 2018 (File No.1-12609), Exhibit 10.1) 10.4 Term Loan Agreement, dated as of February 23, 2018, by and among Pacific Gas and Electric Company, the several banks and other financial institutions or entities from time to time parties thereto, The Bank of Tokyo-Mitsubishi UFJ, Ltd. and U.S. Bank National Association, as joint lead arrangers and joint bookrunners and The Bank of Tokyo-Mitsubishi UFJ, Ltd, as administrative agent (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated February 23, 2018 (File No.1-02348), Exhibit 10.1) 10.5 Transmission Control Agreement among the California Independent System Operator Corporation (CAISO) and the Participating Transmission Owners, including Pacific Gas and Electric Company, effective as of March 31, 1998, as amended (CAISO, FERC Electric Tariff No. 7) (incorporated by reference toPacific Gas and Electric Companys Form 10-K for the year ended December 31, 2004 (FileNo. 1-2348), Exhibit 10.8) 10.6 * Agreement to Enter Into Lease and Purchase Option, dated June 5, 2020, between Pacific Gas and Electric Company and TMG Bay Area Investments II, LLC (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 5, 2020 (File No. 1-2348), Exhibit 10.1) 10.7 * Office Lease, dated as of October 23, 2020, by and between Pacific Gas and Electric Company and BA2 300 Lakeside LLC (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2020 (File No. 1-12609), Exhibit 10.12) 10.8 Calculation Agency Agreement, dated as of November 16, 2020, between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A, as calculation agent (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 16, 2020 (File No. 1-2348), Exhibit 4.2) 10.9 Repricing Amendment, dated February 1, 2021, by and among PG&E Corporation, the Consenting Lenders, the New Lenders (each as defined therein) and JPMorgan Chase Bank, N.A, as administrative agent (incorporated by reference to PG&E Corporations Form 10-Qfor the quarter endedMarch 31, 2021 (File No. 1-12609), Exhibit 10.2) 10.10 Underwriting Agreement, dated March 8, 2021, by and among Pacific Gas and Electric Company, BNP Paribas Securities Corp., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and MUFG Securities Americas Inc. (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated March 8, 2021 (File No. 1-2348), Exhibit 1.1) 10.11 Underwriting Agreement, dated June 1, 2021, by and among Pacific Gas and Electric Company, Barclays Capital Inc., BofA Securities, Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 1, 2021 (File No. 1-2348), Exhibit 1.1) 10.12 Underwriting Agreement, dated November 4, 2021, by and among PG&E Recovery Funding LLC, Pacific Gas and Electric Company, Goldman Sachs & Co. LLC and Citigroup Global Markets Inc. (incorporated by reference to Pacific Gas & Electric Companys Form 8-K dated November 4, 2021 (File No. 1-2348), Exhibit 1.1) 10.13 Underwriting Agreement, dated November 10, 2021, by and among Pacific Gas and Electric Company, Barclays Capital Inc., Citigroup Global Markets Inc., MUFG Securities Americas Inc. and Wells Fargo Securities, LLC (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 10, 2021 (File No. 1-2348), Exhibit 1.1) 10.14 Equity Distribution Agreement, dated April 30, 2021, by and among PG&E Corporation, Barclays Capital Inc., BofA Securities, Inc., Credit Suisse Securities (USA) LLC and Wells Fargo Securities, LLC, as sales agents and forward sellers, and Barclays Bank PLC, Bank of America, N.A., Credit Suisse Capital LLC and Wells Fargo Bank, National Association, as forward purchasers (incorporated by reference to PG&E Corporations Form 8-K dated April 30, 2021 (File No. 1-12609), Exhibit 1.1) 10.15 Pledge Agreement, dated as of July 1, 2020, by and among PG&E Corporation, J.P. Morgan Chase Bank, N.A., as collateral agent, revolving administrative agent and term administrative agent, The Bank of New York Mellon Trust Company, N.A., and the secured representatives party thereto from time to time (incorporated by reference to PG&E Corporations Form 8-K dated June 30, 2020 (File No. 1-12609), Exhibit 4.8) 10.16 Purchase Contract and Unit Agreement, dated July 1, 2020, between PG&E Corporation and The Bank of New York Mellon Trust Company, N.A., as purchase contract agent and attorney-in-fact for the holders from time to time as provided therein (incorporated by reference to PG&E Corporations Form 8-K dated June 30, 2020 (File No. 1-12609), Exhibit 4.9) 10.17 Custodial Agreement, dated July 1, 2020, between The Bank of New York Mellon Trust Company, N.A., as purchase contract agent and The Bank of New York Mellon Trust Company, N.A., as custodian (incorporated by reference to PG&E Corporations Form 8-K dated June 30, 2020 (File No. 1-12609), Exhibit 4.12) 10.18 Tax Benefits Payment Agreement, dated July 1, 2020, between PG&E Corporation and the Fire Victim Trust (incorporated by reference to PG&E Corporations Form 8-K dated June 30, 2020 (File No. 1-12609), Exhibit 10.1) 10.19 Registration Rights Agreement, dated as of August 6, 2018, among Pacific Gas and Electric Company, Goldman Sachs & Co. LLC, Mizuho Securities USA LLC, RBC Capital Markets, LLC and SMBC Nikko Securities America, Inc., as representatives of the initial purchasers (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated August 6, 2018 (File No. 1-2348), Exhibit 4.5) 10.20 Registration Rights Agreement, dated July 1, 2020, between the Fire Victim Trust and PG&E Corporation (incorporated by reference to PG&E Corporations Form 8-K dated June 30, 2020 (File No. 1-12609), Exhibit 10.2) 10.21 Amended and Restated Registration Rights Agreement, dated as of July 8, 2021, by and between PG&E Corporation and the PG&E Fire Victim Trust (incorporated by reference to PG&E Corporations Form 8-K dated July 8, 2021 (File No. 1-12609), Exhibit 4.1) 10.22 Credit Agreement, dated as of July 1, 2020, by and among PG&E Corporation, the several lenders from time to time party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and JPMorgan Chase Bank, N.A., as collateral agent (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 30, 2020 (File No. 1-2348), Exhibit 10.3) 10.23 Amendment No. 1 to Credit Agreement, dated as of June 22, 2021, by and among PG&E Corporation, the several banks and other financial institutions or entities party thereto from time to time, JP Morgan Chase Bank, N.A., as administrative agent and collateral agent (incorporated by reference to PG&E Corporations Form 8-K dated June 22, 2021 (File No. 1-12609), Exhibit 10.1) 10.24 Term Loan Agreement, dated June 23, 2020, by and among PG&E Corporation, J.P. Morgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (incorporated by reference to PG&E Corporations Form 8-K dated June 19, 2020 (File No. 1-12609), Exhibit 10.1) 10.25 Credit Agreement, dated as of July 1, 2020, by and among Pacific Gas and Electric Company, the several lenders from time to time party thereto, JPMorgan Chase Bank, N.A. and Citibank, N.A., as co-administrative agents, and Citibank, N.A., as designated agent (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 30, 2020 (File No. 1-2348), Exhibit 10.4) 10.26 Amendment No. 1 to Credit Agreement, dated as of June 22, 2021, by and among Pacific Gas and Electric Company, the several banks and other financial institutions or entities party thereto from time to time, JP Morgan Chase Bank, N.A., as co-administrative agents and Citibank, N.A,, as designated agent (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 22, 2021 (File No. 1-2348), Exhibit 10.2) 10.27 Term Loan Credit Agreement, dated as of July 1, 2020, among Pacific Gas and Electric Company, the several lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated June 30, 2020 (File No.1-2348), Exhibit 10.4) 10.28 Amendment No. 1 to Credit Agreement, dated as of October 29, 2021, by and among Pacific Gas and Electric Company, the several banks and other financial institutions or entities party thereto from time to time and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2021 (File No. 1-12609), Exhibit 10.5) 10.29 Amendment No. 2 to Credit Agreement, dated as of December 31, 2021, by and among Pacific Gas and Electric Company, the Consenting Lenders, the other Lenders (each as defined therein) and JPMorgan Chase Bank, N.A., as administrative agent 10.30 Amendment No. 3 to Credit Agreement, dated as of February 8, 2022, by and among Pacific Gas and Electric Company, the Consenting Lenders (each as defined therein) and JPMorgan Chase Bank, N.A., as administrative agent 10.31 Purchase and Sale Agreement, dated as of October 5, 2020, by and between PG&E AR Facility, LLC, as buyer, and Pacific Gas and Electric Company in its capacity as initial Servicer and in its capacity as Originator (incorporated by reference to PG&E Corporations Form 8-K dated October 5, 2020 (File No. 1-12609), Exhibit 10.1) 10.32 Amendment No. 1 to Purchase and Sale Agreement, dated as of January 14, 2021, by and between PG&E AR Facility, LLC, as buyer, and Pacific Gas and Electric Company in its capacity as initial Servicer and in its capacity as Originator (incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2020 (File No. 1-12609), Exhibit 10.75) 10.33 Receivables Financing Agreement, dated as of October 5, 2020, by and among PG&E AR Facility, LLC, as borrower, Pacific Gas and Electric Company, in its individual capacity and as initial Servicer, the Persons from time to time party thereto as Lenders and Group Agents and MUFG Bank, Ltd., as Administrative Agent on behalf of the Credit Parties (each as defined therein) (incorporated by reference to PG&E Corporations Form 8-K dated October 5, 2020 (File No. 1-12609), Exhibit 10.2) 10.34 Amendment No. 1 to Receivables Financing Agreement, dated as of January 14, 2021, by and among PG&E AR Facility, LLC, as borrower, Pacific Gas and Electric Company, in its individual capacity and as initial Servicer, the Persons from time to time party thereto as Lenders and Group Agents and MUFG Bank, Ltd., as Administrative Agent on behalf of the Credit Parties (each as defined therein) (incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2020 (File No. 1-12609), Exhibit 10.77) 10.35 Amendment No. 2 to Receivables Financing Agreement, dated as of February 12, 2021, by and among PG&E AR Facility, LLC, as borrower, Pacific Gas and Electric Company, in its individual capacity and as initial Servicer, the Persons from time to time party thereto as Lenders and Group Agents and MUFG Bank, Ltd., as Administrative Agent on behalf of the Credit Parties (each as defined therein) (incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2020 (File No. 1-12609), Exhibit 10.78) 10.36 Amendment No. 3 to Receivables Financing Agreement, dated as of May 5, 2021, by and among PG&E AR Facility, LLC, as borrower, Pacific Gas and Electric Company, in its individual capacity and as initial Servicer, the Persons from time to time party thereto as Lenders and Group Agents and MUFG Bank, Ltd., as Administrative Agent on behalf of the Credit Parties (each as defined therein) (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2021 (File No. 1-12609), Exhibit 10.2) 10.37 Amendment No. 4 to Receivables Financing Agreement, dated as of September 15, 2021, by and among PG&E AR Facility, LLC, as borrower, Pacific Gas and Electric Company, in its individual capacity and as initial Servicer, the Persons from time to time party thereto as Lenders and Group Agents and MUFG Bank, Ltd., as Administrative Agent on behalf of the Credit Parties (each as defined therein) incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2021 (File No. 1-12609), Exhibit 10.3) 10.38 Collection Account Intercreditor Agreement, dated as of October 5, 2020, by and among Pacific Gas and Electric Company, MUFG Bank, Ltd., and each trustee, indenture trustee, lender administrative agent, collateral agent, purchaser or other party described in Exhibit A therein (incorporated by reference to PG&E Corporations Form 8-K dated October 5, 2020 (File No. 1-12609), Exhibit 10.3) 10.39 PG&E Fire Victim Trust Share Exchange and Tax Matters Agreement, dated as of July 8, 2021, by and among PG&E Corporation, Pacific Gas and Electric Company, PG&E ShareCo LLC and the PG&E Fire Victim Trust (incorporated by reference to PG&E Corporations Form 8-K dated July 8, 2021 (File No. 1-12609), Exhibit 10.1) 10.40 Recovery Property Servicing Agreement between PG&E Recovery Funding LLC and Pacific Gas and Electric Company, as Servicer, dated as of November 12, 2021 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 12, 2021 (File No. 1-2348), Exhibit 10.1) 10.41 Recovery Property Purchase and Sale Agreement between PG&E Recovery Funding LLC and Pacific Gas and Electric Company, as Seller, dated as of November 12, 2021 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 12, 2021 (File No. 1-2348), Exhibit 10.2) 10.42 Administration Agreement between PG&E Recovery Funding LLC and Pacific Gas and Electric Company, as administrator, dated as of November 12, 2021 (incorporated by reference to Pacific Gas and Electric Companys Form 8-K dated November 12, 2021 (File No. 1-2348), Exhibit 10.3) 10.43 Master Transaction Agreement, dated as of February 2, 2021, by and between Pacific Gas and Electric Company and Golden State Licensing, LLC. (incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2020 (File No. 1-12609), Exhibit 10.80) 10.44 Purchase Agreement, dated as of May 21, 2021, by and between Pacific Gas and Electric Company and Hines Atlas US LP (incorporated by reference to PG&E Corporations Form 8-K dated May 21, 2021 (File No. 1-2609), Exhibit 10.1) 10.45 First Amendment to Purchase Agreement, dated as of September 14, 2021, by and between Pacific Gas and Electric Company and HNG Atlas US LP (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2021 (File No. 1-12609), Exhibit 10.4) 10.46 Repricing Amendment, dated February 1, 2021, by and among PG&E Corporation, the Consenting Lenders, the New Lenders (each as defined therein) and JPMorgan Chase Bank, N.A, as administrative agent (incorporated by reference to PG&E Corporations Form 10-Q for the quartered ended March 31, 2021 (File No. 1-12609), Exhibit 10.2) 10.47 ** PG&E Corporation Supplemental Executive Retirement Plan, as amended effective as of June 3, 2019 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended June 30, 2019 (File No. 1-12609), Exhibit 10.9) 10.48 ** PG&E Corporation Defined Contribution Executive Supplemental Retirement Plan, as amended effective as of June 3, 2019 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended June 30, 2019 (File No. 1-12609), Exhibit 10.10) 10.49 ** PG&E Corporation Supplemental Retirement Savings Plan amended effective as of September 19, 2001, and frozen after December 31, 2004 (incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2004) (File No. 1-12609), Exhibit 10.10) 10.50 ** PG&E Corporation 2005 Supplemental Retirement Savings Plan, as amended effective September 15, 2015 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2015 (File No. 1-12609), Exhibit 10.3) 10.51 ** Description of Short-Term Incentive Plan for Officers of PG&E Corporation and its subsidiaries, effective January 1, 2021 (incorporated by reference to PG&E Corporations Form 8-K dated February 9, 2021 (File No. 1-12609) 10.52 ** Amendment to PG&E Corporation Short-Term Incentive Programs and Other Bonus Programs, effective January 1, 2009 (incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2008 (File No. 1-12609), Exhibit 10.27) 10.53 ** Amendment to Pacific Gas and Electric Company Short-Term Incentive Programs and Other Bonus Programs, effective January 1, 2009 (incorporated by reference to Pacific Gas and Electric Companys Form 10-K for the year ended December 31, 2008 (File No. 1-2348), Exhibit 10.28) 10.54 ** Pacific Gas and Electric Company Officer Relocation Handbook, effective December 15, 2019 (incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2020 (File No. 1-12609), Exhibit 10.99) 10.55 ** Amendment to the Postretirement Life Insurance Plan of Pacific Gas and Electric Company, effective January 1, 2019.(incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2020 (File No. 1-12609), Exhibit 10.100) 10.56 ** Amendment to the Postretirement Life Insurance Plan of Pacific Gas and Electric Company, effective February 6, 2015 (incorporated by reference to Pacific Gas and Electric Companys Form 10-K for the year ended December 31, 2014 (File No. 1-2348), Exhibit 10.37) 10.57 ** Postretirement Life Insurance Plan of Pacific Gas and Electric Company, as amended and restated on February 14, 2012 (incorporated by reference to Pacific Gas and Electric Companys Form 10-Q for the quarter ended March 31, 2012 (File No. 1-2348), Exhibit 10.7) 10.58 ** Form of Restricted Stock Unit Agreement for 2018 grants under the PG&E Corporation 2014 Long-Term Incentive Plan (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2018 (File No. 1-12609), Exhibit 10.07) 10.59 ** Form of Restricted Stock Unit Agreement for 2021 grants under the PG&E Corporation 2014 Long-Term Incentive Plan (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2021 File No. 1-12609), Exhibit 10.13) 10.60 ** Form of Stock Option Agreement for 2018 grants under the PG&E Corporation 2014 Long-Term Incentive Plan (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2018 (File No. 1-12609), Exhibit 10.08) 10.61 ** Form of Restricted Stock Unit Agreement for 2021 grants to Non-Employee Directors under the PG&E Corporation 2014 Long-Term Incentive Plan (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended June 30, 2021 (File No. 1-12609), Exhibit 10.8) 10.62 ** Form of Performance Share Agreement subject to financial goals for 2018 grants under the PG&E Corporation 2014 Long-Term Incentive Plan (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2018 (File No. 1-12609), Exhibit 10.04) 10.63 ** Form of Performance Share Agreement subject to safety goals for 2018 grants under the PG&E Corporation 2014 Long-Term Incentive Plan (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2018 (File No. 1-12609), Exhibit 10.05) 10.64 ** Form of Performance Share Agreement subject to total shareholder return goals for 2018 grants under the PG&E Corporation 2014 Long-Term Incentive Plan (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2018 (File No. 1-12609), Exhibit 10.06) 10.65 ** Form of Performance Share Unit Agreement subject to customer experience, public safety and financial goals for 2021 grants under the PG&E Corporation 2014 Long-Term Incentive Plan (incorporated by reference to PG&E Corporations Form 10-Q dated March 31, 2021 (File No. 1-12609), Exhibit 10.14) 10.66 ** Form of Performance Share Unit Agreement subject to total shareholder return goals for 2021 grants under the PG&E Corporation 2014 Long-Term Incentive Plan (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2021 (File No. 1-12609), Exhibit 10.15) 10.67 ** PG&E Corporation 2010 Executive Stock Ownership Guidelines as adopted effective January 1, 2011 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2010 (File No. 1-12609), Exhibit 10.3) 10.68 ** PG&E Corporation Executive Stock Ownership Program Guidelines as amended effective September 15, 2010 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2010 (File No. 1-12609), Exhibit 10.2) 10.69 ** PG&E Corporation Golden Parachute Restriction Policy effective as of February 15, 2006 (incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2005 (File No. 1-12609), Exhibit 10.49) 10.70 ** Amendment to PG&E Corporation Golden Parachute Restriction Policy dated December 31, 2008 (incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2008 (File No. 1-12609), Exhibit 10.58) 10.71 ** PG&E Corporation 2005 Deferred Compensation Plan for Non-Employee Directors, effective as of January 1, 2005 (as amended to comply with Internal Revenue Code Section 409A regulations effective as of January 1, 2009) (incorporated by reference to PG&E Corporation's Form 10-K for the year ended December 31, 2008 (File No.1-12609), Exhibit 10.24) 10.72 ** Amended and Restated PG&E Corporation Director Grantor Trust Agreement dated October 1, 2015 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2015 (File No. 1-12609), Exhibit 10.01) 10.73 ** Amended and Restated PG&E Corporation Officer Grantor Trust Agreement dated October 1, 2015 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2015 (File No. 1-12609), Exhibit 10.2) 10.74 ** PG&E Corporation and Pacific Gas and Electric Company Executive Incentive Compensation Recoupment Policy effective February 19, 2019 (incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2020 (File No. 1-12609), Exhibit 10.119) 10.75 ** Resolution of the Board of Directors of PG&E Corporation regarding indemnification of officers and directors dated December 18, 1996 (incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2004 (File No. 1-12609), Exhibit 10.40) 10.76 ** Resolution of the Board of Directors of Pacific Gas and Electric Company regarding indemnification of officers and directors dated July 19, 1995 (incorporated by reference to Pacific Gas and Electric Companys Form 10-K for the year ended December 31, 2004 (File No. 1-2348), Exhibit 10.41) 10.77 ** Form of Director and Officer Indemnification Agreement (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended June 30, 2019 (File No. 1-12609), Exhibit 10.8) 10.78 ** Offer Letter between PG&E Corporation and Patricia K. Poppe, effective November 13, 2020 (incorporated by reference to PG&E Corporations Form 8-K dated November 18, 2020 (File No. 1-12609), Exhibit 10.1) 10.79 ** Offer Letter between Pacific Gas and Electric Company and Adam L. Wright, dated January 16, 2021 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2021 (File No. 1-12609), Exhibit 10.7) 10.80 ** Offer Letter between Pacific Gas and Electric Company and Marlene M. Santos, dated January 26, 2021 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2021 (File No. 1-12609), Exhibit 10.9) 10.81 ** Offer Letter between Pacific Gas and Electric Company and Jason M. Glickman, dated March 24, 2021 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2021 (File No. 1-12609), Exhibit 10.12) 10.82 ** Offer Letter between PG&E Corporation and Ajay Waghray, dated July 29, 2020. 10.83 ** Offer Letter between Pacific Gas and Electric Company and Julius Cox, dated January 8, 2021. 10.84 ** Offer Letter between PG&E Corporation and Carla Peterman, dated April 14, 2021 10.85 ** Offer Letter between PG&E Corporation and Sumeet Singh, dated June 30, 2020 10.86 ** Non-Annual Restricted Stock Unit Award Agreement between PG&E Corporation and Patricia K. Poppe, dated January 15, 2021 (incorporated by reference to PG&E Corporations Form 10-Q dated September 30, 2021 (File No. 1-12609), Exhibit 10.6) 10.87 ** Non-Annual Restricted Stock Unit Award Agreement between Adam L. Wright and PG&E Corporation, dated March 1, 2021 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2021 (File No. 1-12609, Exhibit 10.8) 10.88 ** Non-Annual Restricted Stock Unit Award Agreement between PG&E Corporation and Marlene M. Santos, dated March 15, 2021 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2021 (File No. 1-12609), Exhibit 10.10) 10.89 ** Non-Annual Restricted Stock Unit Award Agreement between PG&E Corporation and Christopher A. Foster, dated March 22, 2021 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended March 31, 2021 (File No. 1-12609), Exhibit 10.11) 10.90 Restricted Stock Unit Award Agreement between PG&E Corporation and William L. Smith, dated August 3, 2020 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2020 (File No. 1-12609), Exhibit 10.31) 10.91 *** Amended and Restated Performance Share Award Agreement between PG&E Corporation and William L. Smith, dated August 3, 2020 (incorporated by reference to PG&E Corporations Form 10-K for the year ended December 31, 2020 (File No. 1-12609), Exhibit 10.127) 10.92 ** Non-Annual Restricted Stock Unit Award Agreement between PG&E Corporation and Julius Cox, dated March 1, 2021 10.93 ** Non-Annual Restricted Stock Unit Award Agreement between PG&E Corporation and Carla Peterman, dated June 1, 2021 10.94 ** Non-Annual Restricted Stock Unit Award Agreement between PG&E Corporation and John Simon, dated August 14, 2020 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2020 (File No. 1-12609), Exhibit 10.32) 10.95 ** PG&E Corporation 2014 Long-Term Incentive Plan (as adopted effective May 12, 2014 and as last amended effective July 1, 2020) (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2020 (File No. 1-12609), Exhibit 10.40) 10.97 ** Form of 2020 Performance Share Award Agreement under the PG&E Corporation 2014 Long-Term Incentive Plan (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2020 (File No. 1-12609), Exhibit 10.41) 10.98 ** PG&E Corporation 2012 Officer Severance Policy, as amended effective as of September 24, 2020 (incorporated by reference to PG&E Corporations Form 10-Q for the quarter ended September 30, 2020 (File No. 1-12609), Exhibit 10.42) 10.99 ** PG&E Corporation 2012 Officer Severance Policy, as amended effective as of November 1, 2021 21 Subsidiaries of the Registrant 23.1 PG&E Corporation Consent of Independent Registered Public Accounting Firm (Deloitte & Touche LLP) 23.2 Pacific Gas and Electric Company Consent of Independent Registered Public Accounting Firm (Deloitte & Touche LLP) 24 Powers of Attorney 31.1 Certifications of the Chief Executive Officer and the Chief Financial Officer of PG&E Corporation required by Section 302 of the Sarbanes-Oxley Act of 2002 31.2 *** Certifications of the Chief Executive Officer and the Chief Financial Officer of Pacific Gas and Electric Company required by Section 302 of the Sarbanes-Oxley Act of 2002 32.1 *** Certifications of the Chief Executive Officer and the Chief Financial Officer of PG&E Corporation required by Section 906 of the Sarbanes-Oxley Act of 2002 32.2 Certifications of the Chief Executive Officer and the Chief Financial Officer of Pacific Gas and Electric Company required by Section 906 of the Sarbanes-Oxley Act of 2002