Fifth Third (FITB) director receives 2,838 restricted stock units in equity grant

Rhea-AI Filing Summary

MALLESCH EILEEN A reported acquisition or exercise transactions in this Form 4 filing.

Fifth Third Bancorp director Eileen A. Mallesche received 2,838 shares of common stock as a grant under the company’s Incentive Compensation Plan. The award was made at no cost to her and is in the form of restricted stock units that vest when her service on the Board of Directors ends.

Following this grant and additional restricted stock units accumulated through dividend reinvestments since her last report, she now holds a total of 55,288.179 shares of common stock directly.

Insights

Insider transactions analyst

Director receives routine equity grant tied to board service.

Director Eileen A. Mallesche acquired 2,838 restricted stock units of Fifth Third Bancorp common stock as a compensation grant, with no cash paid. This is classified as a grant/award acquisition rather than an open-market purchase.

The units vest when her service on the Board ends, aligning compensation with ongoing tenure. Total direct holdings after the grant are 55,288.179 shares, including units added through dividend reinvestments. This appears as standard director equity compensation, not a discretionary market trade.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider MALLESCH EILEEN A

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,838	$0.00	--

Holdings After Transaction: Common Stock — 55,288.179 shares (Direct, null)

Footnotes (1)

1. Restricted stock units granted pursuant to Fifth Third Bancorp Incentive Compensation Plan subject to vesting upon cessation of the reporting person's service on the Board of Directors of the Issuer. Granted pursuant to Fifth Third Bancorp Incentive Compensation Plan. No consideration paid. Includes additional restricted stock units acquired pursuant to dividend reinvestments since the date of the reporting person's last ownership report.

Key Figures

Equity award size: 2,838 shares Award price: $0.00 per share Post-transaction holdings: 55,288.179 shares +1 more

4 metrics

Equity award size 2,838 shares Restricted stock units granted on 2026-04-21

Award price $0.00 per share No consideration paid for RSU grant

Post-transaction holdings 55,288.179 shares Total common stock held directly after grant

Transaction code A (grant/award acquisition) SEC Form 4 transaction classification

Key Terms

Restricted stock units, Incentive Compensation Plan, dividend reinvestments, Board of Directors

4 terms

Restricted stock units financial

"Restricted stock units granted pursuant to Fifth Third Bancorp Incentive Compensation Plan"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Incentive Compensation Plan financial

"Granted pursuant to Fifth Third Bancorp Incentive Compensation Plan"

An incentive compensation plan is a formal program that rewards employees and executives with bonuses, stock, or other payments tied to specific performance goals—such as revenue, profit, productivity, or long‑term share price. Investors watch these plans because they shape how leaders make decisions and take risks; like paying a coach by wins rather than effort, well‑designed plans can drive sustainable growth while poor designs can encourage short‑term behaviors that harm shareholder value.

dividend reinvestments financial

"Includes additional restricted stock units acquired pursuant to dividend reinvestments"

Board of Directors financial

"subject to vesting upon cessation of the reporting person's service on the Board of Directors"

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MALLESCH EILEEN A

(Last) (First) (Middle)

38 FOUNTAIN SQUARE PLAZA

(Street)

CINCINNATI OHIO 45263

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
FIFTH THIRD BANCORP [ FITB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/21/2026		A		2,838(1)	A	$0(2)	55,288.179(3)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted stock units granted pursuant to Fifth Third Bancorp Incentive Compensation Plan subject to vesting upon cessation of the reporting person's service on the Board of Directors of the Issuer.

2. Granted pursuant to Fifth Third Bancorp Incentive Compensation Plan. No consideration paid.

3. Includes additional restricted stock units acquired pursuant to dividend reinvestments since the date of the reporting person's last ownership report.

Remarks:

	/s/ Shaun Patsy, as Attorney-in-Fact for Eileen A. Mallesch	04/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Fifth Third Bancorp (FITB) director Eileen A. Mallesche report in this Form 4?

Eileen A. Mallesche reported receiving 2,838 restricted stock units of Fifth Third Bancorp common stock. The units were granted as part of the company’s Incentive Compensation Plan and did not involve any cash payment by the director.

Was the FITB Form 4 transaction a market purchase or sale of shares?

The Form 4 discloses a grant of 2,838 restricted stock units, not a market purchase or sale. It is categorized as a grant or award acquisition made at no cost under Fifth Third Bancorp’s Incentive Compensation Plan.

How many Fifth Third Bancorp (FITB) shares does Eileen A. Mallesche hold after this award?

After the reported award, Eileen A. Mallesche directly holds 55,288.179 shares of Fifth Third Bancorp common stock. This total includes restricted stock units accumulated through dividend reinvestments since her prior ownership report.

What are the vesting conditions for the restricted stock units granted to the FITB director?

The restricted stock units granted to the director vest when her service on Fifth Third Bancorp’s Board of Directors ceases. Until then, they remain unvested awards under the company’s Incentive Compensation Plan, aligning compensation with continued board service.

Did the FITB director pay anything for the 2,838 restricted stock units reported?

No, the director did not pay any consideration for the 2,838 restricted stock units. The Form 4 notes that the units were granted pursuant to Fifth Third Bancorp’s Incentive Compensation Plan, with no consideration paid by the reporting person.