FIFTH THIRD BANCORP·4

Feb 19, 4:46 PM ET

Gibson Kala 4

4 · FIFTH THIRD BANCORP · Filed Feb 19, 2026

Research Summary

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Fifth Third (FITB) EVP Kala Gibson Receives Stock Awards; Tax Withholding

What Happened
Kala Gibson, an Executive Vice President of Fifth Third Bancorp (FITB), received stock awards on 2026-02-18 consisting of 6,765 and 9,755 shares (awards granted with no cash consideration). On the same date, 4,283 shares were withheld to cover taxes at a per-share value of $52.86, resulting in tax withholding of approximately $226,399. The awards include restricted stock units (RSUs) and performance share awards; one performance award vested on 2026-02-18.

Key Details

  • Transaction dates: 2026-02-18 (reported on Form 4 filed 2026-02-19) — appears timely.
  • Transactions reported: Two awards/grants (code A) for 6,765 and 9,755 shares at $0.00 (no consideration); one disposition (code F) of 4,283 shares withheld for taxes at $52.86/share (≈$226,399).
  • Total shares granted on the report: 16,520 shares.
  • Shares owned after the transaction: Not specified in the filing.
  • Relevant footnotes: F1 = RSUs vesting in three equal annual installments; F2 = granted with no consideration; F3 = performance shares that vested on 2/18/2026; F4 = shares withheld for taxes upon vesting.
  • Transaction codes: A = award/grant; F = tax withholding (share disposition).

Context
This was an issuance/vesting of equity awards, not an open-market purchase or sale. The withholding of 4,283 shares to cover taxes is a common administrative step when performance shares/RSUs vest and does not by itself indicate a buy or sell signal. Performance shares vesting means the awards met pre-set performance criteria and converted to shares on 2/18/2026.

Insider Transaction Report

Form 4
Period: 2026-02-18
Transactions
  • Award

    Common Stock

    [F1][F2]
    2026-02-18+6,76556,828 total
  • Award

    Common Stock

    [F3][F2]
    2026-02-18+9,75566,583 total
  • Tax Payment

    Common Stock

    [F4]
    2026-02-18$52.86/sh4,283$226,39962,300 total
Footnotes (4)
  • [F1]Restricted Stock Units granted pursuant to Fifth Third Bancorp Incentive Compensation Plan subject to vesting in three equal annual installments beginning on the first anniversary of the grant date.
  • [F2]Granted pursuant to Fifth Third Bancorp Incentive Compensation Plan. No consideration paid.
  • [F3]Performance Share award received upon satisfaction of performance criteria subject to vesting on February 18, 2026.
  • [F4]Shares withheld for taxes upon vesting of performance shares granted to the reporting person.
Signature
/s/ Shaun Patsy as Attorney-in-Fact for Kala J. Gibson|2026-02-19

Documents

1 file
  • 4
    wk-form4_1771537612.xmlPrimary

    FORM 4