AI brief of an SEC Form 8-K · Fifth Third Bancorp (FITB)

Fifth Third grants $5 million PSU award to CEO Spence tied to Comerica merger integration

Neutral Impact 2 of 5 leadership Written later

On February 18, 2026, Fifth Third's Compensation Committee approved performance share unit (PSU) grants to several named executive officers to reward integration following the previously announced merger with Comerica. Chairman, CEO and President Timothy N. Spence's award has a grant date value of $5 million and requires him to hold vested shares, net of tax, until February 18, 2031. Payouts range from 0% to 125% based on an integration scorecard, so shareholders' exposure depends on how that scorecard is met.

Key points

  • Timothy N. Spence (Chairman, CEO and President) grant date value: $5,000,000, with shares held until February 18, 2031
  • James C. Leonard (EVP and COO) grant date value: $1,500,000
  • Bryan D. Preston (CFO), Robert P. Shaffer (Chief Risk Officer) and Jude A. Schramm (CIO) each receive $1,000,000
  • Performance period runs February 1, 2026 through December 31, 2026; 50% vests on each of the first and second grant anniversaries

The filing

CompanyFifth Third Bancorp (FITB)
Form8-K, current report
Filed with the SECFeb 24, 2026, 5:00 PM ET
Accession number0000035527-26-000126

Items reported: 5.02 Director / Officer Change

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 1:30 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on February 24, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.