-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QvvMtKeRkzmWHr30rD4xczVn/cD5nlGNPY8OvkqN4xW0W2YA+AxV1xWzAoqRsNO4 lhDYdMbtI0CCR+4j3AagfQ== 0000035527-04-000109.txt : 20040813 0000035527-04-000109.hdr.sgml : 20040813 20040813161308 ACCESSION NUMBER: 0000035527-04-000109 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040811 FILED AS OF DATE: 20040813 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHAEFER GEORGE A JR CENTRAL INDEX KEY: 0001195811 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-08076 FILM NUMBER: 04974518 BUSINESS ADDRESS: STREET 1: ANTHEM INC. STREET 2: 120 MONUMENT CIRCLE CITY: INDIANAPOLIS STATE: IN ZIP: 46204 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FIFTH THIRD BANCORP CENTRAL INDEX KEY: 0000035527 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 310854434 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 38 FOUNTAIN SQ PLZ STREET 2: FIFTH THIRD CENTER CITY: CINCINNATI STATE: OH ZIP: 45263 BUSINESS PHONE: 5135795300 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2004-08-11 0000035527 FIFTH THIRD BANCORP FITB 0001195811 SCHAEFER GEORGE A JR 38 FOUNTAIN SQUARE PLAZA CINCINNATI OH 45263 1 1 0 0 President & CEO Contract 2004-08-11 4 J 0 1 A Common Stock 240000 1 I by FLP On August 11, 2004 (the "Trade Date"), the reporting person, through a family limited partnership (the "FLP") of which he and his spouse are the only partners, entered into a variable prepaid forward contract ("VPF Agreement") with an unrelated third party (the "Buyer") relating to 240,000 shares of Common Stock (the "Base Amount"). Under the VPF Agreement, the FLP has agreed to sell the shares in accordance with footnotes 2 and 3 below. The transaction will be settled in one tranche on August 13, 2007. The FLP will receive a prepayment from the Buyer in the amount of $9,222,936 within 3 business days of the Trade Date. Such proceeds are to be used for tax planning, charitable contribution, and estate planning purposes. On each settlement date, the FLP, unless it has elected cash settlement as described in the following sentence, will deliver to an affiliate of Buyer a number of shares of Common Stock equal to the product of (A) the Base Amount and (B) the Settlement Ratio, rounded down to the nearest whole number, and cash in an amount equal to the value of any fractional share not delivered as a result of such rounding. In lieu of delivering shares, the FLP may elect cash settlement. The Settlement Ratio is determined as outlined in footnote 3 below. If the "Settlement Price" (a market-based price determined under the terms of the VPF Agreement) is less than the Upside Limit but greater than the Hedged Value, the Settlement Ratio shall be a ratio equal to the Hedged Value divided by the Settlement Price; (ii) if the Settlement Price is equal to or greater than the Upside Limit, the Settlement Ratio shall be a ratio equal to the sum of the Hedged Value divided by the Settlement Price and a fraction the numerator of which is equal to the difference between the Settlement Price and the Upside Limit and the denominator of which is equal to the Settlement Price, and (iii) if the Settlement Price is equal to or less the Hedged Value, the Settlement Ratio shall be one (1). This Transaction has an Upside Limit of $62.1418 and a Hedged Value of $47.8014. A family limited partnership of which the reporting person and his spouse are the only partners. Paul L. Reynolds, Attorney-in-Fact for George A. Schaefer, Jr. 2004-08-13 -----END PRIVACY-ENHANCED MESSAGE-----