01—Abstract
Summary
Summary of the 10-K/A filed November 9, 2016. Cited figures are marked; the original filing is the authoritative source.
This filing is an amendment (10-K/A) to Fifth Third Bancorp's (FITB) 2015 Annual Report, specifically addressing deficiencies found in disclosure controls and procedures related to employee benefit plans and restating information on equity securities sales under these plans.
While the company's internal controls over financial reporting were deemed effective as of December 31, 2015, by both management and independent auditors, there was an acknowledgment of a material weakness in disclosure controls and procedures. Investors should note that this amendment focuses on procedural and disclosure aspects rather than fundamental financial performance for the year 2015.
The company's CEO and CFO concluded that the disclosure controls and procedures were not effective due to issues with the registration and prospectus delivery for employee benefit plans. Despite this, the overall financial reporting internal controls were considered effective, and no changes that materially affected internal controls over financial reporting occurred during the year.
02—Key points
Key Highlights
- Amendment clarifies specific aspects of the original 2015 10-K filing, primarily related to equity securities and controls.
- Disclosure controls and procedures were found to be not effective as of December 31, 2015, due to deficiencies in employee benefit plan disclosures.
- Fifth Third Bancorp's management concluded that internal control over financial reporting was effective as of December 31, 2015.
- The independent registered public accounting firm (Deloitte & Touche LLP) concurred that Fifth Third Bancorp maintained effective internal control over financial reporting as of December 31, 2015.
- No changes in internal control over financial reporting occurred during the year that materially affected them.
- The amendment includes updated certifications required by the SEC and a consent from the independent auditor.
- Information regarding market for registrant's common equity, related stockholder matters, and issuer purchases of equity securities has been amended.
03—One dollar
04—Financials
Financial Highlights
Figures from 10-K/AFY2015filed November 9, 2016Financial Statements
FY2015 against FY2014
| Line item | FY2015FY2014 | Change |
|---|---|---|
| Interest Expense | $495.00M$451.00M | +9.8% |
| Net Income | $1.71B$1.48B | +15.6% |
| EPS (Basic) | $2.03$1.68 | +20.8% |
| EPS (Diluted) | $2.01$1.66 | +21.1% |
| Shares Outstanding (Basic) | 798.63M833.12M | −4.1% |
| Shares Outstanding (Diluted) | 807.66M842.97M | −4.2% |
05—Questions
Frequently Asked Questions
What is the primary reason for this 10-K Amendment filing?
This filing is an amendment to correct and restate specific sections of the original 2015 10-K. The primary focus is to address and amend the company's disclosure controls and procedures, which were found to be not effective due to issues with employee benefit plans, and to update information on equity securities sales under these plans.
Were Fifth Third Bancorp's internal controls over financial reporting effective at the end of 2015?
Yes, both Fifth Third Bancorp's management and its independent registered public accounting firm concluded that the company maintained effective internal control over financial reporting as of December 31, 2015, based on the COSO framework.
What specific issue led to the conclusion that disclosure controls and procedures were not effective?
The disclosure controls and procedures were deemed not effective due to deficiencies identified in the company's policies and procedures related to the registration of, and prospectus delivery with respect to, its employee benefit plans.
Does this amendment change the company's overall financial performance for 2015?
No, this amendment does not alter the company's financial performance or results for the year ended December 31, 2015. It is focused on procedural and disclosure matters related to internal controls and equity transactions.
06—Continue