8-KMaterial AgreementsFinancial Events

FIFTH THIRD BANCORP 8-K Report, Material Agreement (Apr 27, 2015)

Filed April 27, 2015For Securities:FITBFITBOFITBPFITB-PIFITB-PMFITB-PAFITBIFITB-PK

Summary

This Form 8-K filing by Fifth Third Bancorp (FITB) on April 27, 2015, reports the completion of an accelerated share repurchase (ASR) transaction initiated on January 22, 2015. The company repurchased a total of 9,646,457 shares of its common stock from Wells Fargo Bank, National Association, for an aggregate amount of approximately $180 million. This repurchase is part of a larger 100 million share repurchase program announced in March 2014. The completion of this ASR signifies Fifth Third Bancorp's ongoing commitment to returning capital to shareholders. Investors should note that this event is a programmatic capital return and does not indicate a change in the company's fundamental business operations or financial health, but rather a strategic decision to manage its capital structure.

Key Highlights

  • 1Fifth Third Bancorp completed an accelerated share repurchase (ASR) transaction with Wells Fargo Bank.
  • 2A total of 9,646,457 shares of common stock were repurchased.
  • 3The total cost of the share repurchase was approximately $180 million.
  • 4The ASR was initiated on January 22, 2015, and completed on April 23, 2015.
  • 5The repurchased shares were part of a previously announced 100 million share repurchase program established on March 18, 2014.
  • 6Following this transaction, Fifth Third Bancorp had approximately 62.7 million shares of repurchase authority remaining under its 2014 program.
  • 7The company continues to engage Wells Fargo and its affiliates for various financial services.

Frequently Asked Questions

The primary purpose of this filing was to report the completion of an accelerated share repurchase (ASR) transaction, where Fifth Third Bancorp bought back a significant number of its own shares from Wells Fargo.

Fifth Third Bancorp repurchased a total of 9,646,457 shares of its common stock for approximately $180 million.

No, this share repurchase is part of a larger, previously announced 100 million share repurchase program that was authorized on March 18, 2014. The ASR transaction specifically was initiated on January 22, 2015, and concluded on April 23, 2015.

After the completion of this accelerated share repurchase, Fifth Third Bancorp had approximately 62.7 million shares of remaining repurchase authority under its March 18, 2014, program.