Fifth Third to acquire Comerica in all-stock merger, 1.8663 shares per Comerica share
Fifth Third Bancorp agreed on October 5, 2025 to merge with Comerica Incorporated in a deal structured as a share exchange. Each Comerica common share would convert into 1.8663 Fifth Third common shares, and the agreement carries a $500 million termination fee in certain circumstances. Completion requires shareholder votes at both companies and regulatory approvals, including from the Federal Reserve and the Office of the Comptroller of the Currency, so existing shareholders of both banks face a transaction that is not yet final.
Key points
- Agreement and Plan of Merger signed October 5, 2025 with Comerica Incorporated, Comerica Holdings Incorporated and Fifth Third Financial Corporation
- Each Comerica common share to receive 1.8663 shares of Fifth Third common stock, with cash in lieu of fractional shares
- Termination fee of $500 million payable by either party in certain circumstances
- Three Comerica directors to join the Fifth Third board at the effective time; completion requires approval from both sets of shareholders and regulators
The filing
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 October 08, 2025.
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.