Fifth Third Bancorp CEO Spence sells 8,257 shares

Q: How many FITB shares did Timothy Spence sell?

Timothy Spence sold 8,257 Common Stock shares on October 29, 2026, at $54.5001 per share. No Rule 10b5-1 plan is reported.

Q: How many FITB stock appreciation rights did Timothy Spence exercise?

On October 28, 2026, he exercised 26,829 rights at a $26.72 exercise price and 26,393 rights at a $29.64 exercise price, acquiring corresponding amounts of Common Stock.

The transaction list distinguishes the rights exercises and related share acquisitions from separate share deliveries or withholdings for payment.

Available on EDGAR 10/30/2026 - 04:06 PM EDT Accepted by SEC EDGAR 10/30/2026 - 04:06 PM EDT

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

Fifth Third Bancorp (FITB) Chair, CEO & President Timothy Spence exercised 26,829 and 26,393 stock appreciation rights on October 28, 2026, at exercise prices of $26.72 and $29.64 per share, respectively, and acquired corresponding amounts of Common Stock. He also had 19,126 and 19,642 shares delivered or withheld for payment of exercise price or tax liability. On October 29, 2026, he sold 8,257 shares at $54.5001 per share and gave 4,620 shares as a gift.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 8 txns

Insider Spence Timothy

Role Chair, CEO & President

Sold 8,257 shs ($450K)

Approx. gross sale proceeds $450K

Approx. exercise cost $1.50M

Type	Security	Shares	Price	Value
Sale	Common Stock	8,257	$54.5001	$450K
Gift	Common Stock ^F2	4,620	--	--
Exercise	Stock Appreciation Rights ^F3	26,829	$0.00	$0.00
Exercise	Stock Appreciation Right ^F3	26,393	$0.00	$0.00
Exercise	Common Stock ^F1	26,829	$26.72	$717K
Exercise Price or Tax Liability	Common Stock	19,126	$53.47	$1.02M
Exercise	Common Stock	26,393	$29.64	$782K
Exercise Price or Tax Liability	Common Stock	19,642	$53.47	$1.05M

Holdings After Transaction: Stock Appreciation Rights — 0 contracts (Direct); Stock Appreciation Right — 0 contracts (Direct); Common Stock — 601,369 shares (Direct)

Footnotes (3)

F1. Total adjusted downward to account for a typographical error where two additional shares should have been disposed for tax purposes of in the Form 4 filed on February 18, 2026.
F2. This transaction is a gift in which the transaction price is not required to be reported.
F3. Indicates grant date. Stock appreciation rights are exercisable in thirds beginning on the first anniversary of the grant date with one-third of the total grant vesting annually over a three-year period.

Key Figures

Stock appreciation rights exercised: 26,829 rights Exercise price: $26.72 per share Stock appreciation rights exercised: 26,393 rights +4 more

7 metrics

Stock appreciation rights exercised 26,829 rights October 28, 2026 exercise at $26.72 per share

Exercise price $26.72 per share 26,829 stock appreciation rights exercised October 28, 2026

Stock appreciation rights exercised 26,393 rights October 28, 2026 exercise at $29.64 per share

Exercise price $29.64 per share 26,393 stock appreciation rights exercised October 28, 2026

Common Stock sold 8,257 shares October 29, 2026

Sale price $54.5001 per share Common Stock sale on October 29, 2026

Common Stock gifted 4,620 shares October 29, 2026

Key Terms

Stock Appreciation Rights, vesting, exercise price or tax liability

3 terms

Stock Appreciation Rights financial

"Stock Appreciation Rights"

Stock appreciation rights (SARs) are a form of employee compensation that give the holder the right to receive the increase in a company's stock price over a set baseline, paid in cash or shares, without having to buy the stock. For investors, SARs matter because they can create future cash outflows or share dilution and signal how a company rewards and motivates executives — similar to giving a bonus tied directly to how well the company’s stock performs.

vesting financial

"one-third of the total grant vesting annually over a three-year period"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

exercise price or tax liability financial

"payment of exercise price or tax liability"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many FITB shares did Timothy Spence sell?

Timothy Spence sold 8,257 Common Stock shares on October 29, 2026, at $54.5001 per share. No Rule 10b5-1 plan is reported.

How many FITB stock appreciation rights did Timothy Spence exercise?

On October 28, 2026, he exercised 26,829 rights at a $26.72 exercise price and 26,393 rights at a $29.64 exercise price, acquiring corresponding amounts of Common Stock.

How do FITB stock appreciation rights vest?

The reported rights are exercisable in thirds beginning on the first anniversary of the grant date, with one-third of the total grant vesting annually over a three-year period.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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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^*

Spence Timothy

(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
X	Officer (give title below)	Other (specify below)
	Chair, CEO & President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/28/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/28/2026		M		26,829	A	$26.72	626,621⁽¹⁾	D
Common Stock	10/28/2026		F		19,126	D	$53.47	607,495	D
Common Stock	10/28/2026		M		26,393	A	$29.64	633,888	D
Common Stock	10/28/2026		F		19,642	D	$53.47	614,246	D
Common Stock	10/29/2026		S		8,257	D	$54.5001	605,989	D
Common Stock	10/29/2026		G		4,620	D	⁽²⁾	601,369	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Appreciation Rights	$26.72	10/28/2026		M			26,829	02/06/2019⁽³⁾	02/06/2029	Common Stock	26,829	$0	0	D
Stock Appreciation Right	$29.64	10/28/2026		M			26,393	02/12/2020⁽³⁾	02/12/2030	Common Stock	26,393	$0	0	D

Explanation of Responses:

1. Total adjusted downward to account for a typographical error where two additional shares should have been disposed for tax purposes of in the Form 4 filed on February 18, 2026.

2. This transaction is a gift in which the transaction price is not required to be reported.

3. Indicates grant date. Stock appreciation rights are exercisable in thirds beginning on the first anniversary of the grant date with one-third of the total grant vesting annually over a three-year period.

Remarks:

	/s/ Shaun Patsy, as Attorney-in-Fact for Timothy N. Spence	10/30/2026
	** 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)

Source: View Original Filing on SEC EDGAR