FIFTH THIRD BANCORP — Director's Dealing 2018

Jan 29, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FIFTH THIRD BANCORP (FITB)
CIK: 0000035527
Period of Report: 2018-01-25

Reporting Person: Hazel Mark D (SVP and Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-01-25	Common Stock	M	14775	$14.36	Acquired	64825	Direct
2018-01-25	Common Stock	F	8921	$32.84	Disposed	55904	Direct
2018-01-25	Common Stock	M	11513	$16.15	Acquired	67417	Direct
2018-01-25	Common Stock	F	7292	$32.84	Disposed	60125	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-01-25	Stock Appreciation Right	$14.36	M	14775	Disposed	2022-04-17	Common Stock (14775)	Direct
2018-01-25	Stock Appreciation Right	$16.15	M	11513	Disposed	2023-04-16	Common Stock (11513)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	12982	Indirect

Footnotes

F1: Includes 5 shares acquired pursuant to dividend reinvestments since the date of the reporting person's last ownership report.

F2: Indicates grant date. Stock appreciation rights are exercisable as follows: 25% one year from grant date, 50% two years from grant date, 75% three years from grant date, and 100% four years from grant date.

F3: Issued pursuant to Fifth Third Bancorp Incentive Compensation Plan. No consideration paid.