FITBI: 8-K · earnings release
Fifth Third Bancorp reported third quarter 2026 net income available to common shareholders of $828 million, or $0.90 per diluted share, up 9% sequentially, with adjusted EPS of $1.13 excluding $0.23 of certain items, primarily Comerica merger-related charges. The quarter marked the completion of the Comerica systems conversion with strong client and banker retention, and the company said the full $850 million expense synergy run-rate is locked in for 4Q26. Net interest income rose 49% year-over-year to $2.28 billion, largely from the Comerica acquisition, and core deposits grew 3% sequentially. Credit was stable with a 31 bps net charge-off ratio and CET1 improved to 10.02%. Management guided 4Q26 NII up 2.5-3.5% and adjusted ROTCE of 20.6% highlighted the earnings power of the combined company. No share repurchases occurred during the quarter or year-to-date.
FITBI: 8-K · debt financing
Fifth Third Bancorp announced on September 24, 2026 that it delivered a redemption notice to trustee Wilmington Trust Company for all of its outstanding 1.707% Fixed Rate/Floating Rate Senior Notes due 2027. The $500 million of notes, originally issued November 1, 2021, will be redeemed on November 1, 2026 at 100% of principal plus accrued and unpaid interest — one year ahead of their scheduled November 1, 2027 maturity. The redemption is a routine liability-management step that eliminates the low-coupon debt early; upon completion no 2021 Notes will remain outstanding.
Fifth Third Bancorp announced the expiration and results of its registered exchange offer, which closed at 5:00 p.m. New York City time on September 22, 2026. Nearly all restricted notes were tendered: 99.9399% of the $334.65 million of 4.000% Senior Notes due 2029 and 99.9973% of the $938.14 million of 5.982% Fixed-To-Floating Rate Senior Notes due 2030 were accepted for exchange for an equal principal amount of registered notes. Settlement is expected on or about September 24, 2026. The registered notes carry substantially identical terms under the same indenture, so this is a routine registration-mechanics event with no change to the company's debt burden.
FITBI: 8-K · other
Fifth Third Bancorp filed this 8-K under Item 7.01 to furnish its investor presentation for the September 15, 2026 Barclays Global Financial Services Conference, with the deck attached as Exhibit 99.1 and Item 9.01 listing exhibits. The filing was signed by EVP and CFO Bryan D. Preston. The presentation confirms the Comerica acquisition, which closed in February 2026, is fully converted: roughly 600,000 commercial, consumer and small business customer accounts migrated and 293 branches converted. Management states the bank is on track to achieve $850 million in pre-tax run-rate expense synergies in the fourth quarter of 2026 and sees more than $500 million in revenue synergies over the next 3-5 years. Management reaffirmed 3Q26 expectations, unchanged from the July 17, 2026 earnings call: average loans up 1%, net interest income up 2-2.5% from a $2.22 billion baseline, noninterest income up 1-3% from $1.04 billion, and noninterest expense down 1-2% from $1.86 billion. The deck also reiterates 2027 targets of 19%+ ROTCE and a 53% efficiency ratio, on a base of $300 billion in assets and $234 billion in deposits as of June 30, 2026.
FITBI: 8-K · offering registration
Fifth Third Bancorp announced on August 21, 2026 the commencement of a registered exchange offer to exchange any and all of its outstanding unregistered senior notes for an equal principal amount of new notes registered under the Securities Act, covering $334,650,000 of 4.000% Senior Notes due 2029 and $938,141,000 of 5.982% Fixed-To-Floating Rate Senior Notes due 2030. The Restricted Notes were issued on June 10, 2026 in exchange offers for notes of subsidiary Fifth Third Financial Corporation, pursuant to a registration rights agreement obligating the Bancorp to complete this registered exchange. The new Registered Notes carry substantially identical terms under the same indenture, except the transfer restrictions, registration rights, and additional interest provisions no longer apply. The offer expires at 5:00 p.m. New York City time on September 22, 2026, with settlement promptly thereafter and D.F. King & Co. acting as exchange and information agent. This is routine registration-rights housekeeping: no new capital is raised and total debt outstanding is unchanged.
FITBI: S-4 · offering registration
Fifth Third Bancorp filed a Form S-4 on August 10, 2026 to register exchange offers for up to $1,272,791,000 of senior notes: $334,650,000 of 4.000% notes due February 1, 2029 and $938,141,000 of 5.982% fixed-to-floating notes due January 30, 2030. The offers exchange these Registered Notes for substantially identical unregistered Restricted Notes that Fifth Third issued on June 10, 2026 in connection with a private exchange of notes from its subsidiary Fifth Third Financial Corporation, fulfilling obligations under a registration rights agreement. Fifth Third receives no cash proceeds, and the exchanged Restricted Notes will be retired or cancelled. The exchange offers must be completed by June 10, 2027 or additional interest of 0.25% per annum accrues on the Restricted Notes, escalating by 0.25% for each subsequent 90-day period to a maximum of 1.00%. The filing is routine debt housekeeping with no new capital raised; its forward-looking statements also reference Fifth Third's pending merger with Comerica and related integration risks, and the company had $300.18 billion in assets as of June 30, 2026.
FITBI: 10-Q · periodic report
Fifth Third Bancorp's Q2 2026 10-Q reported net income of $801 million, up 28% year over year, on total revenue (FTE) of $3,279 million, up 46%, as the quarter reflected its first full period including Comerica. Diluted EPS nonetheless fell 6% to $0.83, and first-half EPS of $1.02 was down 35%, as merger costs and the enlarged share count weighed on per-share results. The $12.7 billion all-stock acquisition of Comerica closed on February 1, 2026 at an exchange ratio of 1.8663 Fifth Third shares per Comerica share, adding $73.0 billion of interest-earning assets, $50.5 billion of loans and $65.2 billion of deposits. Total assets reached $300.2 billion at June 30, 2026, up about 40% from year-end 2025, with 1,500 banking centers across fifteen states. Underlying trends were solid: net interest margin expanded to 3.36% from 3.12%, the provision for credit losses dropped to $129 million from $173 million, and the net charge-off rate improved to 0.30% from 0.45%. Noninterest expense rose 67% to $2,109 million, including $193 million of Comerica merger-related expenses in the quarter and $827 million in the first half. The company flagged a Category III regulatory transition beginning in Q3 2026 with tougher liquidity and stress-testing requirements, and disclosed a qualitative ACL adjustment for uncertainty around the ongoing U.S.-Iran conflict. CET1 stood at 9.93%, down from 10.58% a year earlier following the acquisition.
Fifth Third Bancorp filed a Form 8-K to announce that executives will present at a July 2026 non-deal roadshow. The attached investor presentation highlights the companys status as a top 10 U.S. bank with $300 billion in assets and $234 billion in deposits as of June 30, 2026. Management provided an update on the Comerica acquisition, which closed in February 2026, stating there was no tangible book value per share dilution. The company targets over 19% return on tangible common equity by 2027 and expects $500 million in revenue synergies over the next five years. The presentation emphasizes a disciplined balance sheet with a 0.30% net charge-off ratio in the second quarter of 2026. It also notes the company's leading position in payments with $18 trillion processed and a focus on high-growth markets in the Southeast and Texas.
Fifth Third Bancorp reported second quarter 2026 net income available to common shareholders of $763 million, or $0.83 per diluted share, compared to $128 million in the prior quarter, reflecting the first full quarter contribution from the Comerica acquisition. Net interest income increased 14% sequentially to $2.22 billion with net interest margin expanding 6 basis points to 3.36%, while noninterest income rose 18% driven by strength in wealth management and commercial payments. Credit quality metrics improved with net charge-offs decreasing to 30 basis points, the lowest level since 2023, and the company maintained a CET1 capital ratio of 9.93% despite significant asset growth.
FITBI: 25 · delisting
Fifth Third Bancorp filed Form 25 to voluntarily withdraw four series of preferred stock from listing on The Nasdaq Stock Market LLC. The delisted securities include Series I, Series A, Series K, and Series M preferred shares, which are traded as depositary shares representing fractional ownership interests. The filing cites compliance with 17 CFR 240.12d2-2(c), indicating a voluntary withdrawal rather than a forced delisting due to non-compliance. This action typically accompanies a tender offer, redemption, or exchange offer for these preferred securities, removing them from public trading. While the company's common stock remains listed, the removal of these preferred tranches reduces the total number of listed securities and may impact liquidity for holders of these specific instruments. Investors in these preferred series should monitor for related redemption or tender offer announcements.
Fifth Third Bancorp completed its exchange offers and consent solicitations for certain senior notes originally issued by Comerica Incorporated. The bank issued approximately $1.27 billion in new senior notes to replace the tendered Comerica notes, effectively transferring the debt obligation to the parent company. The exchange involved two series of notes: $334.8 million of 4.00% notes due 2029 and $938.2 million of 5.982% fixed-to-floating notes due 2030. Holders who did not tender their notes retain the original Comerica-issued debt, which remains subject to amended indentures with fewer restrictive covenants. The new notes carry identical interest rates and maturities to the old notes but are now direct obligations of Fifth Third Bancorp. J.P. Morgan Securities LLC acted as dealer manager, and Fifth Third entered into a registration rights agreement to facilitate future resales of the new notes.
Fifth Third Bancorp filed an 8-K to disclose its presentation at the Morgan Stanley US Financials Conference, providing an update on its integration of Comerica and reaffirming its second-quarter 2026 financial guidance. The bank confirmed it is on track to achieve $850 million in pre-tax run-rate expense synergies by year-end 2026, with total merger costs expected to reach approximately $1.3 billion. The legal close of the Comerica transaction occurred on February 1, 2026, and the system conversion is scheduled for the Labor Day weekend in September 2026. Management reiterated its Q2 2026 expectations, projecting net interest income between $2.20 billion and $2.25 billion and noninterest income between $1.00 billion and $1.06 billion. These figures remain unchanged from the guidance provided during the April 17, 2026 earnings call, reflecting a stable outlook for the quarter.
FITBI: 8-K · ticker change
Fifth Third Bancorp announced it will voluntarily transfer the listing of its common stock and preferred stock depositary shares from Nasdaq to the New York Stock Exchange (NYSE). Trading on Nasdaq is expected to end at market close on June 11, 2026, with trading commencing on the NYSE at market open on June 12, 2026. The common stock will continue to trade under the ticker symbol 'FITB', while the preferred stock series will adopt new ticker symbols 'FITB PRA', 'FITB PRI', 'FITB PRK', and 'FITB PRM' on the NYSE.
Fifth Third Bancorp announced early tender results for its exchange offers of Comerica-originated debt, reporting that 60.1% of the $550 million 2029 notes and 93.7% of the $1 billion 2030 notes were tendered by the May 21 deadline. The bank confirmed it received the requisite consents to amend the indentures governing these notes, allowing the exchange offers to proceed to final settlement expected within two business days of the June 8 expiration. Holders who tendered early received $1,000 in new notes plus $1 in cash per $1,000 face value, while late tenderers receive $970 in new notes, incentivizing early participation which was largely achieved.