What drove the earnings improvement in the fourth quarter?

Net income available to common shareholders rose to $699 million from $608 million in 3Q25 and $582 million a year earlier. The sequential increase was driven mainly by a sharp drop in provision for credit losses to $119 million from $197 million, lower net charge-offs following the 3Q25 fraud-related impairment, and higher net interest income and noninterest income.

Is the improvement in credit quality sustainable?

Partly. The 0.40% NCO ratio benefited from the absence of 3Q25's $178M one-time fraud-related charge-off. Nonperforming asset ratio was steady at 0.65%, and the ACL covered 302% of nonperforming assets, but the consumer NCO ratio rose to 0.59% on seasonal indirect auto losses, so underlying trends warrant monitoring.

How will the Comerica acquisition affect Fifth Third's financial profile?

The combination is expected to close February 1, 2026, and will materially change the size, loan book, and cost base. Management's 2026 guidance of $8.6–8.8B in NII and $7.0–7.3B in noninterest expense reflects the combined company, and includes purchase accounting accretion. The filing also flags risks around synergy realization, integration, and closing timing.

Why did the company not repurchase shares in the fourth quarter?

Management stated that no share repurchases occurred in 4Q25 due to the pending Comerica acquisition. Share count was largely unchanged at about 661 million outstanding shares, so buybacks are likely to remain paused until the merger is complete.

Are the reported results affected by one-time items?

Yes. Net items reduced EPS by $0.04, including a $50M Fifth Third Foundation contribution, $13M in merger-related expenses, and $8M in interchange litigation costs, partly offset by a $25M FDIC special assessment benefit, $12M in litigation settlement benefits, and a $7M tax benefit. Adjusted EPS was about $1.08.

FITB 8-K: Earnings & Results & Regulation FD

01—Abstract

Summary

Summary of the 8-K filed January 20, 2026. Cited figures are marked; the original filing is the authoritative source.

Fifth Third Bancorp (FITB) reported fourth quarter 2025 diluted EPS of $1.04^a (net income available to common shareholders of $699 million), up 14% sequentially and 22% year-over-year, with net negative impact of $0.04 from certain items (adjusted EPS roughly $1.08).

Full-year 2025 diluted EPS was $3.53^b versus $3.14 in 2024. The quarter featured record net interest income of $1.533 billion (FTE), up 6% year-over-year, with NIM flat sequentially at 3.13%, and noninterest income of $811 million, up 11% year-over-year. Credit quality improved markedly: the net charge-off ratio fell to 0.40% from 1.09% in 3Q25, which had included a $178 million fraud-related commercial credit impairment, and the NPA ratio held at 0.65%.

Capital and profitability strengthened. CET1 rose 20 bps to 10.77%, and tangible book value per share grew 21% year-over-year to $22.60^c. Adjusted ROA was 1.41%, adjusted ROTCE excluding AOCI was 16.2%, and the adjusted efficiency ratio improved 50 bps year-over-year to 54.3%.

Fifth Third repurchased no shares in the quarter because of the pending Comerica acquisition, which management expects to close on February 1, 2026. The company also issued 2026 guidance on a combined basis, including net interest income of $8.6 to $8.8 billion^d, noninterest income of $4.0 to $4.4 billion, noninterest expense of $7.0 to $7.3 billion, and a net charge-off ratio of 30 to 40 bps. The filing is furnished under Items 2.02 and 7.01 and is not deemed filed under the Exchange Act.

Investors should weigh the strong standalone quarter against integration risk from the Comerica combination, which will materially change the size and cost base of the company. Its forward-looking statements flag risks including integration, synergy realization, and the closing timeline.

02—Key points

Key Highlights

Diluted EPS of $1.04 in 4Q25, up 22% year-over-year and 14% sequentially; full-year 2025 diluted EPS of $3.53 vs. $3.14 in 2024.
Record quarterly net interest income of $1.533B (FTE), up 6% YoY; NIM flat sequentially at 3.13%, up 16 bps YoY, as deposit cost management lowered interest-bearing liability costs by 40 bps YoY.
Net charge-off ratio improved to 0.40% from 1.09% in 3Q25 (which included a $178M fraud-related impairment) and 0.46% a year earlier; commercial NCO ratio of 0.27%.
Noninterest income of $811M, up 11% YoY, led by wealth and asset management revenue (up 13%) and commercial payments (up 8%); AUM reached $80B, up 16% YoY.
Capital strengthened: CET1 ratio rose 20 bps to 10.77%, and tangible book value per share grew 21% YoY to $22.60, with no buybacks during the quarter due to the pending Comerica merger.
Adjusted efficiency ratio improved 50 bps YoY to 54.3%, with 230 bps of positive operating leverage for full-year 2025.
Pending Comerica acquisition expected to close February 1, 2026; 2026 guidance includes NII of $8.6–8.8B and noninterest expense of $7.0–7.3B on a combined basis.

03—Questions

Frequently Asked Questions

What drove the earnings improvement in the fourth quarter?
Net income available to common shareholders rose to $699 million from $608 million in 3Q25 and $582 million a year earlier. The sequential increase was driven mainly by a sharp drop in provision for credit losses to $119 million from $197 million, lower net charge-offs following the 3Q25 fraud-related impairment, and higher net interest income and noninterest income.
Is the improvement in credit quality sustainable?
Partly. The 0.40% NCO ratio benefited from the absence of 3Q25's $178M one-time fraud-related charge-off. Nonperforming asset ratio was steady at 0.65%, and the ACL covered 302% of nonperforming assets, but the consumer NCO ratio rose to 0.59% on seasonal indirect auto losses, so underlying trends warrant monitoring.
How will the Comerica acquisition affect Fifth Third's financial profile?
The combination is expected to close February 1, 2026, and will materially change the size, loan book, and cost base. Management's 2026 guidance of $8.6–8.8B in NII and $7.0–7.3B in noninterest expense reflects the combined company, and includes purchase accounting accretion. The filing also flags risks around synergy realization, integration, and closing timing.
Why did the company not repurchase shares in the fourth quarter?
Management stated that no share repurchases occurred in 4Q25 due to the pending Comerica acquisition. Share count was largely unchanged at about 661 million outstanding shares, so buybacks are likely to remain paused until the merger is complete.
Are the reported results affected by one-time items?
Yes. Net items reduced EPS by $0.04, including a $50M Fifth Third Foundation contribution, $13M in merger-related expenses, and $8M in interchange litigation costs, partly offset by a $25M FDIC special assessment benefit, $12M in litigation settlement benefits, and a $7M tax benefit. Adjusted EPS was about $1.08.

04—Continue

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