FIFTH THIRD BANCORP — Director's Dealing 2021

Feb 2, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FIFTH THIRD BANCORP (FITB)
CIK: 0000035527
Period of Report: 2021-01-29

Reporting Person: CARMICHAEL GREG D (Director, CEO, Chair)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-01-29	Common Stock	F	7082	$28.93	Disposed	643373	Direct
2021-02-01	Common Stock	M	236407	$14.36	Acquired	879780	Direct
2021-02-01	Common Stock	F	166432	$29.49	Disposed	713348	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-01	Common Stock	$14.36	M	236407	Disposed	2022-04-17	Stock Appreciation Rights (236407.0)	Direct

Footnotes

F1: Shares withheld for taxes upon the vesting of restricted stock units granted to the reporting person on January 31, 2018.

F2: Indicates grant date. Stock appreciation rights are exercisable in fourths beginning on the first anniversary of the grant date with one-fourth of the total grant vesting annually over a four-year period.

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