COMMERZBANK AKTIENGESELLSCHAFT Frankfurt am Main Federal Republic of Germany

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1 Third Supplement dated 23 May 2018 to the Registration Document dated 20 September 2017 COMMERZBANK AKTIENGESELLSCHAFT Frankfurt am Main Federal Republic of Germany Third Supplement to the Registration Document pursuant to Article 16 paragraph 1 and 3, Article 9 paragraph 4 and Article 12 paragraph 1 sentence 3 of the German Securities Prospectus Act (Wertpapierprospektgesetz) This third supplement (the "Third Supplement") to the Registration Document dated 20 September 2017 (the "Registration Document") constitutes a supplement for the purposes of Article 16 of the German Securities Prospectus Act (Wertpapierprospektgesetz, WpPG) and is prepared in connection with the Registration Document of COMMERZBANK Aktiengesellschaft ("COMMERZBANK", the "Issuer" or the "Bank", together with its consolidated subsidiaries and affiliated companies "COMMERZBANK Group" or the "Group"). Unless otherwise defined herein, expressions defined in the Registration Document shall have the same meaning when used in this Third Supplement. This Third Supplement is supplemental to, and should be read in conjunction with, the Registration Document and the supplements thereto dated 14 November 2017 and 4 April 2018 (the "Supplements"). This Third Supplement is available for viewing in electronic form together with the Registration Document and the Supplements thereto at the website of COMMERZBANK Aktiengesellschaft ( - see "Investor Relations", "Debt Holder Information", "Issuance Programmes", "Registration Document" - and copies may be obtained from COMMERZBANK Aktiengesellschaft, Kaiserstraße 16 (Kaiserplatz), D Frankfurt am Main. Investors, who have already agreed to purchase or subscribe for the securities before this Third Supplement is published, have the right, exercisable within two working days after the publication of this Third Supplement, to withdraw their acceptances, provided that the new factor arose before the final closing of the offer to the public and the delivery of the securities. The withdrawal must be addressed to the vendor of the securities. If COMMERZBANK Aktiengesellschaft was the counterparty in the purchase, the withdrawal shall be addressed to COMMERZBANK Aktiengesellschaft, GS-MO New Issues & SSD Services, Kaiserstraße 16 (Kaiserplatz), Frankfurt am Main, Federal Republic of Germany. The withdrawal, which must be made in text form, does not need to contain any reasoning; timely dispatch of the withdrawal is sufficient to comply with the deadline specified herein.

2 On 8 May 2018 there were changes in the composition of the Supervisory Board and on 15 May 2018, the COMMERZBANK Group Interim Report as of 31 March 2018 was published as well as new circumstances regarding legal proceedings have arisen. The following amendments to the Registration Document shall therefore be made: 1. In section "E. DESCRIPTION OF COMMERZBANK AKTIENGESELLSCHAFT", sub-section "Board of Managing Directors and Supervisory Board" the paragraph "Supervisory Board" on pages 30 to 32 shall be deleted and replaced by the following: "Supervisory Board In accordance with the Bank s Articles of Association, the Supervisory Board comprises twenty members. The following overview shows the members of the Bank s Supervisory Board together with, if applicable, their other administrative, management and supervisory board mandates and mandates on similar supervisory bodies both in Germany and abroad or their partnership stakes in enterprises and companies outside the COMMERZBANK Group during the last five years: Name Main activity Other administrative, management or supervisory board mandates and partnerships both in Germany and abroad Dr. Stefan Schmittmann... Chairman of the Supervisory Board Deputy Chairman of the Supervisory Board and Chairman of the Audit Committee of HETA Asset Resolution AG, Klagenfurt Uwe Tschäge... COMMERZBANK employee Chairman of the Central Works and the Group Works Deputy Chairman of the Supervisory Board Heike Anscheit... COMMERZBANK employee Full-time member of the Works Alexander Boursanoff... COMMERZBANK employee Full-time member of the Works Gunnar de Buhr... COMMERZBANK employee Deputy Chairman of the Hamburg Works BVV Pensionsfonds des Bankgewerbes AG BVV Versicherungsverein des Bankgewerbes a.g. BVV Versorgungskasse des Bankgewerbes e.v. Stefan Burghardt... COMMERZBANK employee Branch Manager of Mittelstandsbank Bremen Sabine U. Dietrich... Former member of the Board of Managing Directors of BP Europe SE 2

3 Name Main activity Monika Fink... COMMERZBANK employee Independent member of the Works Sachsen Member of the General Works Dr. Tobias Guldimann... Independent consultant in the financial sector Dr. Rainer Hillebrand... Deputy Chairman of the Board of Managing Directors of the Otto Group Christian Höhn... COMMERZBANK employee Deputy Chairman of the Central Works Deputy Chairman of the Group Works Kerstin Jerchel... Division Manager co-determination, ver.di Trade Union National Administration Dr. Markus Kerber... State Secretary at the Federal Ministry of the Interior, Building and Community Alexandra Krieger... Head of Business Administration/Corporate Strategy Industrial Union Mining, Chemical and Energy (IG BCE) Anja Mikus... Chief Executive Officer/Chief Investment Officer, Nuclear Waste Disposal Fund (Public Endowment) Dr. Victoria Ossadnik... Chief Executive Director of the Board of Managing Directors of E.ON Energie Deutschland GmbH Other administrative, management or supervisory board mandates and partnerships both in Germany and abroad Member of the Administrative Board of Edmond de Rothschild Holding S.A., Chambésy Member of the Administrative Board of Edmond de Rothschild (Suisse) S.A., Geneva Member of the Administrative Board of Edmond de Rothschild (Monaco) S.A., Monaco Chairman of the Administrative Board of Fedafin AG, Widnau Hermes Europe GmbH Member of the Advisory Board of Vorwerk & Co. KG Allianz Deutschland AG Non-Executive Director of Computershare Limited, Melbourne AbbVie Komplementär GmbH Deputy Chairwoman of the Supervisory Board of Evonik Resource Efficiency GmbH Linde AG Robin J. Stalker... Former member of the Executive Board of adidas AG Member of the Supervisory Board and Member of the Audit Committee of Schaeffler AG Deputy Chairman of the Supervisory Board of Schmitz Cargobull AG 3

4 Name Main activity Nicholas Teller... Chairman of the Advisory Board of E.R. Capital Holding GmbH & Cie. KG Other administrative, management or supervisory board mandates and partnerships both in Germany and abroad Dr. Gertrude Tumpel-Gugerell... Former member of the Executive Deputy Chairwoman of the Board of the European Central Bank Supervisory Board of OMV AG, Vienna Vienna Insurance Group AG, Vienna Stefan Wittmann... Trade Union Secretary, ver.di Trade Union National Administration Honorary Chairman of the Supervisory Board Klaus-Peter Müller The Members of the Supervisory Board may be reached at the Bank s business address: Kaiserstraße 16 (Kaiserplatz), Frankfurt am Main, Germany." 2. In section "E. DESCRIPTION OF COMMERZBANK AKTIENGESELLSCHAFT" the following sub-section shall be added after "Historical financial information" on page 33: "Interim financial information The COMMERZBANK Group's unaudited condensed interim financial statements as of 31 March 2018 including the review report, contained in the Interim Report as at 31 March 2018, are incorporated by reference into, and form part of, this Registration Document (see "Incorporation by Reference" for further detail)." 3. In section "E. DESCRIPTION OF COMMERZBANK AKTIENGESELLSCHAFT" sub-section "Significant change in the financial position" on page 33 shall be deleted and replaced by the following: "Significant change in the financial position There has been no significant change in the financial position of the COMMERZBANK Group since 31 March 2018." 4. In section "E. DESCRIPTION OF COMMERZBANK AKTIENGESELLSCHAFT" sub-section "Auditors" on pages 33 and 34 shall be deleted and replaced by the following: "Auditors COMMERZBANK s auditors for the 2016 and 2017 financial years were PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft (formerly: PricewaterhouseCoopers Aktiengesellschaft Wirtschaftsprüfungsgesellschaft) ("PwC"), Friedrich-Ebert-Anlage 35-37, Frankfurt am Main, Germany. PwC audited the consolidated financial statements for the 2016 and 2017 financial years, which were prepared in accordance with the International Financial Reporting Standards ("IFRS") and the additional accounting requirements under Section 315a(1) of the German Commercial Code (HGB), and also audited the annual financial statements for the 2017 financial year, which were prepared in accordance with German generally accepted accounting principles, and issued an unqualified auditors report in each case. Since the financial year 2018, COMMERZBANK's auditors are Ernst & Young GmbH Wirtschaftsprüfungsgesellschaft ("E&Y"), office Eschborn/Frankfurt am Main, Mergenthalerallee 3-5, Eschborn/Frankfurt am Main, Germany. E&Y reviewed the condensed IFRS consolidated interim financial statements as of 31 March 2018 and issued a review 4

5 report. PwC and E&Y are members of the German Wirtschaftsprüferkammer (Chamber of Public Accountants)." 5. In section "E. DESCRIPTION OF COMMERZBANK AKTIENGESELLSCHAFT", sub-section "Legal proceedings" the paragraph regarding "Legal action against the former Hypothekenbank Frankfurt in Hungary regarding alleged violation of contract " on page 37 shall be deleted and replaced by the following: "Legal action against the former Hypothekenbank Frankfurt in Hungary regarding alleged violation of contract COMMERZBANK has been sued in Hungary for damages totaling around EUR million. After a former customer of Hypothekenbank Frankfurt, a subsidiary of COMMERZBANK, had not remedied multiple breaches of contract under the loan agreement, Hypothekenbank Frankfurt terminated the loan agreement and did not make any further loan advances. The borrower, now in liquidation, is now claiming damages from COMMERZBANK of (i) about EUR 86 million as compensation for an alleged loss of the book value of property to be financed by the borrower; (ii) about EUR 38.2 million as compensation for alleged non-material damages; and (iii) about EUR 42.5 million as compensation for alleged lost profit. COMMERZBANK estimates the likelihood of the claim succeeding as low and strongly consists the claims. Independent from the legal action against COMMERZBANK described above, a company belonging to the same group of companies as the borrower, initiated separate court proceedings before the Regional Court of Budapest for non-contractual damages against COMMERZBANK alleging that by Hypothekenbank Frankfurt breaching the contract under the loan agreement, it created a loss for the third party claimant predecessors, and thus COMMERZBANK needs to pay compensation for the damages suffered due to this breach. The claim consist of (i) about EUR 60.4 million as compensation for the loss of the market value of shares of two companies, liquidated due to the breach of the above mentioned contract, and of (ii) about million as the compensation for the lost profits. COMMERZBANK estimates the likelihood of the claim succeeding as low." 6. In section "E. DESCRIPTION OF COMMERZBANK AKTIENGESELLSCHAFT", the following paragraph shall furthermore be added to sub-section "Legal proceedings" on page 39: "Prospectus liability claim in connection with the participation in a customer's capital increase A number of shareholders representatives, among them the Dutch investors protection association (Vereniging van Effectenbezitters ( VEB )), have made claims on COMMERZBANK outside court on account of rights of recourse against the banks which underwrote the capital increases of a customer in 2013 and 2014 and have thus called upon the Bank to enter into negotiations towards a settlement. The VEB justifies its claims on the grounds that the underwriting banks are responsible for the loss sustained by the investors in the capital increases in 2013 and 2014 due to the inaccuracies in the published prospectuses offering the securities. According to the VEB, these prospectuses do not reflect the customer's economic situation at that time. The Bank has rejected the claims, the amount of which has not been specified yet and refused negotiations for a settlement. Legal action in pursuit of claims against the banks underwriting the capital increases in 2013 and 2014 and hence also against COMMERZBANK cannot be ruled out." 7. In section "F. DOCUMENTS ON DISPLAY" on page 40 the following bullet point shall be added: " the Interim Report of the COMMERZBANK Group as at 31 March 2018." 5

6 8. In section "G. INCORPORATION BY REFERENCE" on page 41, the following shall be added: " COMMERZBANK Group Interim Report as at 31 March 2018 (English version) Interim financial statements Statement of comprehensive income p. 32 p. 35 Balance sheet p. 36 p. 37 Statement of changes in equity p. 38 p. 39 Cash flow statement (condensed version) p. 40 Selected notes p. 41 p. 102 Review report p. 105 " 6

COMMERZBANK AKTIENGESELLSCHAFT Frankfurt am Main Federal Republic of Germany

COMMERZBANK AKTIENGESELLSCHAFT Frankfurt am Main Federal Republic of Germany Third Supplement dated May 22, 2015 to the Registration Document dated October 29, 2014 AKTIENGESELLSCHAFT Frankfurt am Main Federal Republic of Germany Third Supplement to the Registration Document pursuant