CHAUSSE MELINDA A. 4

What Happened

• Melinda A. Chausse, Comerica Sr. EVP & Chief Credit Officer, reported dispositions to the issuer on 2026-02-01 in connection with Comerica’s merger into Fifth Third. The Form 4 shows 86,023 Comerica common shares disposed (reported price $0.00) plus four derivative dispositions totaling 5,841 shares (1,035; 528; 1,525; 2,753), each reported at $0.00.
• The $0.00 proceeds reflect that these were dispositions in connection with the merger, under which each Comerica share converted into 1.8663 shares of Fifth Third common stock. Using Fifth Third’s $50.22 closing price the last trading day before the merger, this conversion implies roughly $93.71 per Comerica share and an estimated combined value of about $8.6 million.

Key Details

• Transaction date: February 1, 2026; Form 4 filed February 3, 2026 (timely).
• Reported dispositions: 86,023 shares @ $0.00; derivatives: 1,035; 528; 1,525; 2,753 @ $0.00.
• Conversion math (per filing footnote): 1 Comerica share → 1.8663 Fifth Third shares; Fifth Third close $50.22 → ~ $93.71 implied per Comerica share.
• Shares owned after transaction: the reporting person no longer beneficially owns any Comerica common stock (per filing).
• Notable footnotes: transactions were dispositions tied to the merger (Form 8‑K dated Feb 2/Effective Time Feb 1); equity awards/options were converted into Fifth Third awards or stock and outstanding options converted accordingly; transactions are exempt from Section 16(b) under Rule 16b‑3(e).

Context

• These were not ordinary open-market sales. The reported dispositions are merger-related conversions/surrenders of Comerica shares and converted awards into Fifth Third stock rather than a market trade for cash.
• Derivative line items reflect converted equity awards/options; the filing shows the mechanics (conversion and disposition) rather than an exercise-and-sale or a gift.