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Form 8-K · Current Report · Filed 2026-06-10

Fifth Third Bancorp Completes Exchange Offer and Adopts Amendments to Indentures

On June 10, 2026, Fifth Third Bancorp completed its previously announced exchange offers and consent solicitations for certain outstanding notes originally issued by Comerica Incorporated and assumed by FTFC.

Filer
Fifth Third Bancorp FITB · NASDAQ
Filed
Accession
0001193125-26-265928
CIK
0000035527
Signal
Medium impactFinancial Services

Details

The exchange offers involved the exchange of existing FTFC notes for new notes issued by Fifth Third Bancorp and cash. The consent solicitations involved the adoption of proposed amendments to the corresponding indentures to eliminate certain covenants, restrictive provisions, and events of default. All accepted existing FTFC notes will be retired and canceled. The proposed amendments became effective on the final settlement date. Additionally, Fifth Third Bancorp issued new notes in exchange for the tendered existing notes and entered into a registration rights agreement with J.P. Morgan Securities LLC.

Items reported

Item events

Reported Item

Exchange Rule Violation New Major Contract Contract Termination

Market reaction

Close before filing

$52.71

Next session

+1.3%

Since filing

+7.2%

Latest close

$56.50

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from FITB reporting the same item, with the next session's move:

Insider tape

Within 45 days of this filing, FITB insiders reported 12 Form 4 transactions — net selling of $386K.

Full FITB insider history →

About Fifth Third Bancorp

Fifth Third Bancorp is a diversified financial services company headquartered in Cincinnati, Ohio. As a major banking institution, Fifth Third Bancorp operates through its primary subsidiary, Fifth Third Bank, providing a wide range of financial services to individuals, businesses, and institutions. The bank offers personal banking services like checking and savings accounts, credit cards, residential mortgages, and auto loans. Additionally, it provides robust business banking solutions, including commercial lending, treasury management, and payment processing services. Fifth Third Bancorp has a significant presence in the Midwestern and Southeastern United States, where it serves a substantial customer base across multiple states. It is also known for its commitment to community development and engagement, actively participating in various local initiatives and programs. The bank's market role is essential in facilitating regional economic growth through its financial services. Furthermore, Fifth Third Bancorp has been focusing on digital transformation and technological enhancements to improve customer experience and operational efficiency, reflecting the broader trend of digitalization in the financial services industry.

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