TRAYLOR THOMAS W 4
4 · FIFTH THIRD BANCORP · Filed Oct 28, 2005
Insider Transaction Report
Form 4
TRAYLOR THOMAS W
Director
Transactions
- Exercise of In-Money
Phantom Stock
2005-10-26−3,906→ 0 total→ Common Stock (3,906 underlying)
Footnotes (2)
- [F1]As previously reported in a Current Report on Form 8-K filed with the SEC on October 7, 2005, Fifth Third Bancorp amended its Unfunded Deferred Compensation Plan for Non-Employee Directors to, among other things, conform with new Internal Revenue Code Section 409A. As permitted by those changes, the Reporting Person elected to receive a complete taxable payout of his balance in the Unfunded Deferred Compensation Plan on October 26, 2005. This resulted in the disposition by the Reporting Person of phantom stock held under the plan in exchange for a cash payout.
- [F2]The phantom stock units were acquired under the Fifth Third Bancorp directors deferred compensation plan and are to be settled 1-for-1 in terms of Fifth Third Bancorp common stock and paid in cash.