Depositary Shares Each Representing a 1/40Th Interest in a Share of % Noncumulative Perpetual Series M Preferred Stock

Subject to Completion Preliminary Offering Circular, Dated July 14, 2021 OFFERING CIRCULAR olicitation of an offer ion or qualification Depositary Shares Each Representing a 1/40th Interest in a Share of % Noncumulative Perpetual Series M Preferred Stock First Republic Bank is offering to sell depositary shares, each representing a 1/40th ownership interest in a share of % Noncumulative Perpetual Series M Preferred Stock, with a liquidation preference of $1,000 per share (equivalent to $25 per depositary share) (the “Series M Preferred Stock”). The depositary shares are represented by depositary receipts. As a holder of depositary shares, you will be entitled to all proportional rights and preferences of the Series M Preferred Stock (including dividend, voting, redemption and liquidation rights). You must exercise such rights through the depositary. Dividends on the Series M Preferred Stock will be payable quarterly in arrears when, as and if declared by our board of directors (or a duly authorized committee thereof), at a rate per annum equal to %. If declared, dividends will be paid on the 30th day of each January, April, July and October, or, if any such date is not a business day, the immediately preceding business day, commencing on October 30, 2021. Dividends on the Series M Preferred Stock will not be cumulative. If dividends are not declared on the Series M Preferred Stock for payment on any dividend payment date, those dividends will not accrue or be payable, and if we have not declared a dividend before the dividend payment date for any dividend period, we will have no obligation to pay dividends for that dividend period, whether or not dividends on the Series M Preferred Stock are declared for any future dividend period. We may redeem the Series M Preferred Stock at our option, for cash, (i) either in whole or in part, from time to time, on or after August 30, 2026, upon not less than 30 days’ and not more than 60 days’ notice, or (ii) in whole but not in part, at any time within 90 days following a Regulatory Capital Treatment Event (as defined herein), in each case at a redemption price of $1,000 per share (equivalent to $25 per depositary share), plus the sum of any declared and unpaid dividends for prior dividend periods and accrued but unpaid and undeclared dividends for the then-current dividend period to, but excluding, the redemption date. Under current regulatory capital rules, we would need regulatory approval to redeem the Series M Preferred Stock. If we redeem any of the Series M Preferred Stock, the depositary will redeem a proportionate number of depositary shares. The Series M Preferred Stock will not have any voting rights, except as set forth under “Description of Series M Preferred Stock—Voting Rights” beginning on page 21 of this offering circular. We have applied to list the depositary shares on the New York Stock Exchange under the symbol “FRC-PrM.” If the application is approved, trading of the depositary shares on the New York Stock Exchange is expected to begin within 30 days after the date of initial delivery of the depositary shares. Shares of the Series M Preferred Stock will not be listed. Our common stock is listed on the New York Stock Exchange under the symbol “FRC.” Investing in our depositary shares involves risks. See the section entitled “Risk Factors” beginning on page 10 of this offering circular, beginning on page 33 of our Annual Report on Form 10-K for the year ended December 31, 2020 and other documents incorporated by reference in this offering circular. THIS OFFERING CIRCULAR COVERS SECURITIES THAT ARE EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, PURSUANT TO SECTION 3(A)(2) THEREOF. NONE OF THE SECURITIES AND EXCHANGE COMMISSION, THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE CALIFORNIA DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION’S DIVISION OF FINANCIAL INSTITUTIONS OR ANY OTHER FEDERAL OR STATE REGULATORY BODY HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OR ACCURACY OF THIS OFFERING CIRCULAR. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. OUR DEPOSITARY SHARES ARE NOT SAVINGS ACCOUNTS OR DEPOSITS, ARE NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENTAL AGENCY, AND ARE SUBJECT TO INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF THE ENTIRE AMOUNT YOU INVEST. Per Depositary Share Total (2) Public offering price .............................................. $25.0000 $ Underwriting discounts (1) ......................................... $ $ Proceeds, before expenses, to us (1) .................................. $ $ (1) The underwriting discount of $ per depositary share will be deducted from the public offering price, except that, for sales to certain institutions, the underwriting discount deducted will be $ per depositary share and, to the extent of those sales, the total underwriting discounts will be less than the total shown above, and the total proceeds (before expenses) to us will be more than the total shown above. As a result of sales of depositary shares to certain institutions, the total proceeds to us, after deducting the underwriting discounts (but prior to deducting our expenses for the offering), will equal $ . (2) Assumes no exercise of the underwriters’ option to purchase additional depositary shares as described below. We have granted the underwriters an option to purchase up to an additional depositary shares, at the public offering price less the underwriting discount, for 30 days after the date of this offering circular solely to cover over-allotments, if any. The underwriters expect to deliver the depositary shares in book-entry form only, through the facilities of The Depository Trust Company (“DTC”), against payment on or about July , 2021, subject to the satisfaction of customary closing conditions. Joint Book-Running Managers BofA Securities J.P. Morgan Morgan Stanley UBS Investment Bank Wells Fargo Securities Goldman Sachs & Co. LLC Keefe, Bruyette & Woods A Stifel Company to buy nor shallunder there the be securities any sale laws of of any these such securities state in or any jurisdiction. jurisdiction in which such offer, solicitation or sale would be unlawful prior to registrat Information contained herein is subject to completion or amendment. This preliminary offering circular shall not constitute an offer to sell or the s The date of this offering circular is July , 2021 TABLE OF CONTENTS Page About This Offering Circular .............................................................. ii Available Information .................................................................... iii Incorporation of Certain Documents by Reference ............................................. iv Cautionary Note Regarding Forward-Looking Statements ....................................... iv Offering Circular Summary ............................................................... 1 Selected Financial Information ............................................................. 7 Risk Factors ........................................................................... 10 Use of Proceeds ........................................................................ 15 Capitalization .......................................................................... 16 Description of Series M Preferred Stock ..................................................... 17 Description of Depositary Shares ........................................................... 27 Material U.S. Federal Tax Considerations .................................................... 33 Certain ERISA Considerations ............................................................. 38 Underwriting (Conflicts of Interest) ......................................................... 40 Validity of Securities .................................................................... 47 Independent Registered Public Accounting Firm ............................................... 47 -i- ABOUT THIS OFFERING CIRCULAR We have prepared and are only responsible for the information contained in this offering circular and any supplement or addendum, including any documents incorporated by reference herein or therein, that may be provided to you. Neither we nor the underwriters have authorized anyone to provide you with additional or different information, and we take no responsibility for any other information that others may give you. The underwriters are offering to sell, and seeking offers to buy, our depositary shares only in jurisdictions where such offers and sales are permitted. The information in this offering circular and any supplement or addendum, including any documents incorporated by reference herein or therein, is accurate only as of the dates hereof or thereof, regardless of the time of delivery of this offering circular or any such supplement or addendum or the time of any sale of our depositary shares. Our financial condition, liquidity, results of operations, business and prospects may have changed since any such date. Notice to Prospective Investors in the European Economic Area This offering circular and any related supplement or addendum is not a prospectus for the purposes of Regulation (EU) 2017/1129 (the “Prospectus Regulation”). This offering circular and any related supplement or addendum have been prepared on the basis that any offer of depositary shares in any Member State of the European Economic Area (“EEA”) will only be made to a legal entity which is a qualified investor under the Prospectus Regulation

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