-----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, PoUOpWhzfcRmNA0+0uoIKmn2orn2hYTBdYOyqUt2bNttG2sj+trB5RLLFMWRvGPr ZQSuQthADZi+hPIswZ0G9A== 0000035527-05-000083.txt : 20050611 0000035527-05-000083.hdr.sgml : 20050611 20050527162142 ACCESSION NUMBER: 0000035527-05-000083 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050526 FILED AS OF DATE: 20050527 DATE AS OF CHANGE: 20050527 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SULLIVAN ROBERT A CENTRAL INDEX KEY: 0000940438 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-08076 FILM NUMBER: 05864249 BUSINESS ADDRESS: STREET 1: 5520 MONROE STREET CITY: SYLVANIA STATE: OH ZIP: 43560 MAIL ADDRESS: STREET 1: C/O FIFTH THIRD BANK STREET 2: 38 FOUNTAIN SQUARE PLAZA CITY: CINCINNATI STATE: OH ZIP: 45263 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2005-05-26 0000035527 FIFTH THIRD BANCORP FITB 0000940438 SULLIVAN ROBERT A 38 FOUNTAIN SQUARE PLAZA CINCINNATI OH 45263 0 1 0 0 Executive Vice President Contract 2005-05-26 4 J 0 1 A Common Stock 50000 1 I by Trust On May 26, 2005 (the "Trade Date"), the reporting person, through a revocable trust (the "Trust") of which he is the grantor and trustee, entered into a prepaid variable forward contract ("PVF Agreement") with an unrelated third party (the "Buyer") relating to 50,000 shares of Common Stock. Under the PVF Agreement, the Trust has agreed to sell the shares in accordance with footnotes 2 and 3 below. The transaction will be settled in one tranche on May 30, 2008. The Trust will receive a prepayment from the Buyer in the amount of $1,703,592 within 3 business days of the Trade Date. Such proceeds are to be used for tax planning and estate planning purposes. On the settlement date, the Trust, unless it has elected cash settlement as described in the following sentence, will deliver a number of shares of Common Stock. In lieu of delivering shares, the Trust may elect cash settlement. The number of shares to be delivered is determined as outlined in footnote 3 below. If the "Final Price" (a market-based price as determined under the terms of the PVF Agreement) is less or equal to the Floor Price, the Trust shall deliver 50,000 shares; if the Final Price is greater than the Floor Price but less than the Cap Price, the Trust shall deliver that number of shares equal to 50,000 multiplied by (x) the Floor Price, divided by (y) the Final Price, and if the Final Price is greater than or equal to the Cap Price, the Trust shall deliver that number of shares equal to 50,000 multiplied by (x) the sum of (i) the Floor Price (expressed as an amount) and (ii) the product of (a) one and (b) any amount by which the Final Price exceeds the Cap Price (expressed as an amount), divided by (y) the Final Price. This transaction has a Floor Price of $43.02 and a Cap Price of $55.926. A revocable Trust of which the reporting person is the grantor and trustee. Paul L. Reynolds, Attorney-in-Fact for Robert A. Sullivan 2005-05-27 -----END PRIVACY-ENHANCED MESSAGE-----