How much is Fifth Third spending on this share repurchase?

Fifth Third is paying $300 million to Deutsche Bank under the agreement, which was paid on July 21, 2025. The number of shares received will depend on the final VWAP-based pricing over the agreement's term.

When will Fifth Third receive its shares?

Fifth Third expects to receive a substantial majority of the underlying shares by July 21, 2025. Final settlement is expected on or before September 29, 2025, at which point additional shares may be delivered to Fifth Third, or Fifth Third may need to deliver shares or cash to Deutsche.

Is this repurchase part of a larger buyback plan?

Yes. The transaction is part of the 100 million share repurchase program announced on June 16, 2025. The filing does not state how much of that program this agreement represents in shares.

What risks could affect the repurchase?

The agreement is subject to customary adjustments and termination provisions. Deutsche can terminate if certain extraordinary events occur, which could leave Fifth Third with fewer shares than expected. The filing also cites general risks in Fifth Third's 10-K and other SEC filings.

Where can investors find the full terms of the agreement?

The complete Repurchase Agreement will be filed as an exhibit to Fifth Third's Form 10-Q for the quarter ending September 30, 2025. The 8-K summary is qualified by those full terms.

FITB 8-K: Material Agreements & Financial Events

01—Abstract

Summary

Summary of the 8-K filed July 21, 2025. Cited figures are marked; the original filing is the authoritative source.

Fifth Third Bancorp (FITB) disclosed in this July 21, 2025 Form 8-K that it entered into a new $300 million^a share repurchase agreement with Deutsche Bank AG, London Branch, on July 18, 2025.

The transaction is an accelerated share repurchase structure: Fifth Third paid the full $300 million^b to Deutsche on July 21, 2025, and expects to receive a substantial majority of the underlying shares by that date. The final share count will be determined by a discount to the average daily VWAP of the stock over the agreement's term, and settlement is expected on or before September 29, 2025. The filing notes that the final number of shares may be adjusted, and that Deutsche may terminate upon certain extraordinary events, in which case Fifth Third could receive fewer shares than expected.

The repurchase is part of the broader 100 million share buyback program announced June 16, 2025. Because the filing does not disclose the number of shares or the price, investors cannot yet calculate the exact per-share cost or the portion of the program used. The Repurchase Agreement will be filed as an exhibit to the Form 10-Q for the quarter ending September 30, 2025, which should provide the full terms.

From an investor standpoint, this is a routine capital return action that reduces common share count and signals management's confidence in capital deployment, and it is consistent with the bank's stated buyback authorization. The filing also includes standard forward-looking statement cautions and a disclosure that Deutsche and its affiliates have provided and may continue to provide financial advisory and other services to Fifth Third.

02—Key points

Key Highlights

Fifth Third entered into a $300 million share repurchase agreement with Deutsche Bank AG, London Branch, dated July 18, 2025.
The agreement is structured as two Supplemental Confirmations of $150 million each under a Master Confirmation dated September 30, 2024.
Fifth Third paid the full $300 million to Deutsche on July 21, 2025, and expects to receive a substantial majority of the shares by that date.
Final share delivery is based on a discount to the average daily VWAP of FITB stock over the term; settlement is expected on or before September 29, 2025.
The repurchase is part of the 100 million share buyback program announced June 16, 2025.
Deutsche may terminate upon certain extraordinary events, in which case Fifth Third could receive fewer shares than expected.
The full agreement will be filed as an exhibit to the Q3 2025 Form 10-Q, where exact share counts and pricing terms can be verified.

03—Questions

Frequently Asked Questions

How much is Fifth Third spending on this share repurchase?
Fifth Third is paying $300 million to Deutsche Bank under the agreement, which was paid on July 21, 2025. The number of shares received will depend on the final VWAP-based pricing over the agreement's term.
When will Fifth Third receive its shares?
Fifth Third expects to receive a substantial majority of the underlying shares by July 21, 2025. Final settlement is expected on or before September 29, 2025, at which point additional shares may be delivered to Fifth Third, or Fifth Third may need to deliver shares or cash to Deutsche.
Is this repurchase part of a larger buyback plan?
Yes. The transaction is part of the 100 million share repurchase program announced on June 16, 2025. The filing does not state how much of that program this agreement represents in shares.
What risks could affect the repurchase?
The agreement is subject to customary adjustments and termination provisions. Deutsche can terminate if certain extraordinary events occur, which could leave Fifth Third with fewer shares than expected. The filing also cites general risks in Fifth Third's 10-K and other SEC filings.
Where can investors find the full terms of the agreement?
The complete Repurchase Agreement will be filed as an exhibit to Fifth Third's Form 10-Q for the quarter ending September 30, 2025. The 8-K summary is qualified by those full terms.

04—Continue

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