Welcome to our dedicated page for Fifth Third Bancorp SEC filings (Ticker: FITB), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Fifth Third Bancorp filings document bank holding company disclosures for common stock and depositary shares representing interests in non-cumulative perpetual preferred stock listed on Nasdaq. Form 8-K reports cover operating and financial results, Regulation FD presentations, annual meeting votes, governance and officer matters, material agreements, and exchange offers and consent solicitations involving assumed notes after the completed Comerica merger into Fifth Third Financial Corporation.
Proxy materials address board elections, shareholder voting matters, executive compensation, governance practices, and other annual meeting proposals. The filing record also discloses capital structure, senior notes, preferred-stock series, and formal reporting categories relevant to Fifth Third Bank and its parent company.
Fifth Third Bancorp director Linda W. Clement-Holmes received an equity award of 2,838 shares of Common Stock on April 21, 2026. The award was made at a price of $0.00 per share as a grant under the Fifth Third Bancorp Incentive Compensation Plan, with no cash consideration paid.
The filing describes these as restricted stock units that are subject to vesting when her service on the Board of Directors ends. After this grant and additional restricted stock units acquired through dividend reinvestments since her last report, she now directly holds a total of 30,167.297 shares.
Daniels C. Bryan reported acquisition or exercise transactions in this Form 4 filing.
FIFTH THIRD BANCORP director C. Bryan Daniels received an equity award of 2,838 shares of Common Stock-equivalent restricted stock units. The units were granted at no cash cost to him under the Fifth Third Bancorp Incentive Compensation Plan and are subject to vesting when his service on the Board of Directors ends.
After this grant, Daniels directly holds 386,964.212 shares of Common Stock, and separately has 8,963.5 shares held indirectly through an IRA. The filing also notes that his reported restricted stock unit balance includes additional units accumulated through dividend reinvestments since his prior ownership report.
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.
FIFTH THIRD BANCORP Chief Accounting Officer Jeffrey A. Lopper exercised stock appreciation rights and had shares withheld for taxes. He exercised rights covering 3,835 shares of Common Stock at $18.11 per share, converting them into common shares. To cover tax obligations, 2,046 shares were disposed of at $50.34 per share through a tax-withholding mechanism rather than an open-market sale. After these transactions, he directly held 51,563 shares of Fifth Third common stock, and the underlying stock appreciation rights were fully exercised.
Fifth Third Bancorp used its 2026 annual meeting to present 2025 performance, strategy and risk disclosures to shareholders. Management highlighted full-year 2025 return on average assets of 1.19% and return on average common equity of 12.6%, with a non-GAAP efficiency ratio of 56.9%.
The bank reported a loan-to-core deposit ratio of 72%, a CET1 capital ratio of 10.81%, and a net interest margin increase of 16 basis points for 2025, including 24 basis points improvement in 4Q25 versus 4Q24. Middle Market new client acquisition rose 40% versus 2024, supported by 50 new branches and 7% household growth in the Southeast.
Dividends declared per common share increased from $1.08 in 2020 to $1.54 in 2025, a 7% five-year CAGR, while long-term total shareholder return ranked near the top of a large regional bank peer group. The presentation also stressed community and sustainability initiatives, including more than $58 billion delivered toward a $100 billion environmental and social target by 2030, over $22 million in charitable contributions, and $1.4 billion of CRA-qualified community development loans and investments in 2025.
Fidelity Brokerage Services LLC submitted a Rule 144 notice to sell 6,000 shares of Common Stock (CUSIP 901819022) on 04/20/2026 for Nasdaq-listed equity. The 6,000 shares correspond to restricted stock vesting events: 876 shares vested 02/14/2026, 1,605 shares vested 02/16/2026, and 3,519 shares vested 02/19/2026.
Fifth Third Bancorp reported first quarter 2026 results and completed its all‑stock acquisition of Comerica Incorporated valued at approximately $12.7 billion. Net income available to common shareholders was $128 million, or $0.15 per diluted share, including a net negative $0.68 per‑share impact from merger‑related and other items totaling $567 million after tax.
Fully taxable‑equivalent net interest income reached $1.939 billion, up 26% sequentially and 34% year‑over‑year, while net interest margin expanded to 3.30%. Average loans and leases were $158.3 billion and average deposits $209.4 billion, each up around 30% year‑over‑year, largely reflecting Comerica. Credit quality remained solid with a net charge‑off ratio of 0.37% and a nonperforming asset ratio of 0.57%.
The Vanguard Group amended its Schedule 13G to report 0 shares of Fifth Third Bancorp common stock beneficially owned. The filing states Vanguard completed an internal realignment on January 12, 2026, after which certain subsidiaries report ownership separately in reliance on SEC Release No. 34-39538.
The filing lists 0 shares and 0% ownership, shows no voting or dispositive power, and is signed by Ashley Grim, Head of Global Fund Administration. The amendment explains that certain former holdings are now reported disaggregated by subsidiaries.
Fifth Third Bancorp filed an 8-K highlighting its March 11, 2026 presentation at the RBC Capital Markets Financial Institutions Conference, where it outlined scale, strategy and updated guidance. The bank reports pro forma assets of $294 billion, deposits of $237 billion and loans of $173 billion as of December 31, 2025, ranking around ninth nationally in each.
For 2026, management now expects net interest income of $8.6–$8.8 billion from a $6.0 billion FY25 baseline and noninterest income of $4.0–$4.2 billion versus $3.1 billion, with noninterest expense of $7.2–$7.3 billion compared with $5.1 billion. The 2026 net charge-off ratio is guided to 30–40 bps and the effective tax rate to 23%.
For 1Q26, the bank expects average loans and leases of $158–$159 billion, net interest income of about $1.93 billion from a $1.53 billion 4Q25 baseline, noninterest income of $0.90–$0.93 billion from $0.81 billion, and noninterest expense of $1.76–$1.78 billion from $1.27 billion, with a net charge-off ratio of 35–40 bps, a 22.5% tax rate and 830–835 million average diluted shares.
The presentation also shows trailing total shareholder return that has outperformed peers over 3-, 5-, 7- and 10-year periods as of February 28, 2026, and details a Comerica acquisition integration plan, including legal close targeted in 2Q26–3Q26 and branch and system conversion expected on September 8, 2026.
Fifth Third Bancorp is asking shareholders to vote at its virtual 2026 annual meeting on April 21 on four key items: electing 16 directors, ratifying Deloitte & Touche as external auditor for 2026, and giving advisory approval of executive pay, plus any other proper business.
In 2025 the bank recorded $9 billion in revenue, continued its Southeast expansion, launched an award-winning mobile app, and completed a transformative acquisition of Comerica, adding three of its former directors to the board. The proxy highlights a focus on stability, profitability and growth, and emphasizes risk oversight, cybersecurity and technology governance through dedicated board committees.
There are 905,563,498 common shares outstanding, each with one vote, and 200,000 Series A Class B preferred shares (about 8,000,000 depositary shares), each with 24 votes, together representing less than one percent of total voting power compared with common stock. Non-employee directors are compensated primarily through cash retainers and restricted stock units, with stock ownership guidelines and pay-for-performance structures tying leadership incentives to long-term shareholder value.