FIFTH THIRD BANCORP·4

Feb 23, 4:03 PM ET

Spence Timothy 4

4 · FIFTH THIRD BANCORP · Filed Feb 23, 2026

Research Summary

AI-generated summary of this filing

Updated

Fifth Third (FITB) CEO Timothy Spence Withholds 9,531 Shares for Taxes

What Happened
Timothy Spence — Chair, CEO & President and a director of Fifth Third Bancorp (FITB) — had 9,531 shares withheld to satisfy tax obligations tied to the vesting of restricted stock units. The shares were valued at $52.90 each, a total of about $504,190. This was a tax-withholding disposition (Form 4 code F), not an open-market sale or purchase.

Key Details

  • Transaction date: 2026-02-19; Filing date: 2026-02-23 (filed within the normal 2-business-day window).
  • Price: $52.90 per share; Shares withheld/disposed: 9,531; Total value ≈ $504,190.
  • Footnote: Shares were withheld to cover taxes upon vesting of RSUs granted to Spence on February 19, 2025.
  • Shares owned after the transaction: Not specified in the information provided.
  • Transaction code: F (payment of tax liability via share withholding) — routine tax-related disposition.

Context
This was a tax-withholding event tied to RSU vesting (effectively a cashless settlement to cover tax withholding), a common and administrative action that does not necessarily reflect a decision to sell shares for investment reasons. It differs from open-market sales (which may signal liquidity or other motives) and from purchases (which can be interpreted as a bullish signal).

Insider Transaction Report

Form 4
Period: 2026-02-19
Spence Timothy
DirectorChair, CEO & President
Transactions
  • Tax Payment

    Common Stock

    [F1]
    2026-02-19$52.90/sh9,531$504,190599,794 total
Footnotes (1)
  • [F1]Shares withheld for taxes upon the vesting of restricted stock units granted to the reporting person on February 19, 2025.
Signature
/s/ Shaun Patsy, as Attorney-in-Fact for Timothy N. Spence|2026-02-23

Documents

1 file
  • 4
    wk-form4_1771880635.xmlPrimary

    FORM 4