8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): January 22, 2024

(Exact name of registrant as specified in its charter)

Ohio	001-33653	31-0854434
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Fifth Third Center
38 Fountain Square Plaza	,	Cincinnati	,	Ohio	45263
(Address of Principal Executive Offices)					(Zip Code)

(800) 972-3030

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below)

    ☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    ☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    ☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    ☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, Without Par Value	FITB	The	NASDAQ	Stock Market LLC
Depositary Shares Representing a 1/1000th Ownership Interest in a Share of 6.625% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series I	FITBI	The	NASDAQ	Stock Market LLC
Depositary Shares Representing a 1/40th Ownership Interest in a Share of 6.00% Non-Cumulative Perpetual Class B Preferred Stock, Series A	FITBP	The	NASDAQ	Stock Market LLC
Depositary Shares Representing a 1/1000th Ownership Interest in a Share of 4.95% Non-Cumulative Perpetual Preferred Stock, Series K	FITBO	The	NASDAQ	Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐            

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 8.01    Other Events

Fifth Third Bancorp is filing the information in Exhibit 99.1 to this Current Report on Form 8-K to incorporate into its securities filing certain information from its January 19, 2024 earnings release for the fourth quarter of 2023.

Item 9.01    Financial Statements and Exhibits

Exhibit 99.1 – Certain financial information contained in press release dated January 19, 2024

Exhibit 104 – Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	FIFTH THIRD BANCORP
	(Registrant)
Date: January 22, 2024	/s/ Bryan D. Preston
	Bryan D. Preston
	Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

Key Financial Data
$ in millions for all balance sheet and income statement items
	4Q23		3Q23		4Q22
Income Statement Data
Net income available to common shareholders	$492		$623		$699
Net interest income (U.S. GAAP)	1,416		1,438		1,577
Net interest income (FTE)(a)	1,423		1,445		1,582
Noninterest income	744		715		735
Noninterest expense	1,455		1,188		1,218
Per Share Data
Earnings per share, basic	$0.72		$0.91		$1.01
Earnings per share, diluted	0.72		0.91		1.01
Book value per share	25.04		21.19		22.26
Tangible book value per share(a)	17.64		13.76		14.83
Balance Sheet & Credit Quality
Average portfolio loans and leases	$118,858		$121,630		$121,371
Average deposits	169,447		165,644		161,061
Accumulated other comprehensive loss	(4,487)		(6,839)		(5,110)
Net charge-off ratio(b)	0.32	%	0.41	%	0.22	%
Nonperforming asset ratio(c)	0.59		0.51		0.44
Financial Ratios
Return on average assets	0.98	%	1.26	%	1.42	%
Return on average common equity	12.9		16.3		18.8
Return on average tangible common equity(a)	19.8		24.7		29.2
CET1 capital(d)(e)	10.29		9.80		9.28
Net interest margin(a)	2.85		2.98		3.35
Efficiency(a)	67.2		55.0		52.6
Other than the Quarterly Financial Review tables, commentary is on a fully taxable-equivalent (FTE) basis unless otherwise noted. Consistent with SEC guidance in Regulation S-K that contemplates the calculation of tax-exempt income on a taxable-equivalent basis, net interest income, net interest margin, net interest rate spread, total revenue and the efficiency ratio are provided on an FTE basis.

Income Statement Highlights
($ in millions, except per share data)	For the Three Months Ended			% Change
	December	September	December
	2023	2023	2022	Seq	Yr/Yr
Condensed Statements of Income
Net interest income (NII)(a)	$1,423	$1,445	$1,582	(2)%	(10)%
Provision for credit losses	55	119	180	(54)%	(69)%
Noninterest income	744	715	735	4%	1%
Noninterest expense	1,455	1,188	1,218	22%	19%
Income before income taxes(a)	$657	$853	$919	(23)%	(29)%
Taxable equivalent adjustment	$7	$7	$5	—	40%
Applicable income tax expense	120	186	177	(35)%	(32)%
Net income	$530	$660	$737	(20)%	(28)%
Dividends on preferred stock	38	37	38	3%	—
Net income available to common shareholders	$492	$623	$699	(21)%	(30)%
Earnings per share, diluted	$0.72	$0.91	$1.01	(21)%	(29)%

Fifth Third Bancorp (NASDAQ®: FITB) today reported fourth quarter 2023 net income of $530 million compared to net income of $660 million in the prior quarter and $737 million in the year-ago quarter. Net income available to common shareholders in the current quarter was $492 million, or $0.72 per diluted share, compared to $623 million, or $0.91 per diluted share, in the prior quarter and $699 million, or $1.01 per diluted share, in the year-ago quarter.

Diluted earnings per share impact of certain item(s) - 4Q23
(after-tax impact; $ in millions, except per share data)
FDIC special assessment (noninterest expense)(f)	$(172)
Valuation of Visa total return swap (noninterest income)(f)	(17)
Fifth Third Foundation contribution (noninterest expense)(f)	(12)
Restructuring severance expense (noninterest expense)(f)	(4)
Income tax benefit associated with resolution of certain acquisition related tax matters	17
After-tax impactof certain item(s)	$(188)
Diluted earnings per share impact of certain item(s)1	$(0.27)
1Diluted earnings per share impact reflects 687.729 million average diluted shares outstanding

Reported full year 2023 net income was $2.3 billion compared to full year 2022 net income of $2.4 billion. Full year 2023 net income available to common shareholders was $2.2 billion, or $3.22 per diluted share, compared to 2022 full year net income available to common shareholders of $2.3 billion, or $3.35 per diluted share.

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Net Interest Income
(FTE; $ in millions)(a)	For the Three Months Ended						% Change
	December		September		December
	2023		2023		2022		Seq	Yr/Yr
Interest Income
Interest income	$2,655		$2,536		$2,080		5%	28%
Interest expense	1,232		1,091		498		13%	147%
Net interest income (NII)	$1,423		$1,445		$1,582		(2)%	(10)%
Average Yield/Rate Analysis							bps Change
Yield on interest-earning assets	5.31	%	5.23	%	4.40	%	8	91
Rate paid on interest-bearing liabilities	3.34	%	3.10	%	1.56	%	24	178
Ratios
Net interest rate spread	1.97	%	2.13	%	2.84	%	(16)	(87)
Net interest margin (NIM)	2.85	%	2.98	%	3.35	%	(13)	(50)

NII decreased $22 million, or 2%, compared to the prior quarter. During the quarter, the risk-weighted asset reduction initiative was completed, and strong core deposit growth continued. Balance sheet positioning and deposit performance continue to provide flexibility in managing through a range of uncertain economic and regulatory environments. The impacts of increasing deposit costs due to higher average market rates and continued competition were partially offset by improved loan yields and the funding benefits from the core deposit balance growth. Compared to the prior quarter, NIM decreased 13 bps, reflecting the impact of higher cash balances due to the combined impact of the decrease in average loans and the growth in core deposits. NIM will continue to be impacted by the decision to carry additional liquidity, with the combination of cash and due from banks and other short-term investments exceeding $25 billion at quarter-end.

Compared to the year-ago quarter, NII decreased $159 million, or 10%, reflecting the impact of the deposit mix shift from demand to interest-bearing accounts and continued deposit repricing dynamics, partially offset by higher loan yields. Compared to the year-ago quarter, NIM decreased 50 bps, reflecting the impact of higher market rates and their effects on deposit pricing and the decision to carry additional liquidity, partially offset by higher loan yields.

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Noninterest Income
($ in millions)	For the Three Months Ended			% Change
	December	September	December
	2023	2023	2022	Seq	Yr/Yr
Noninterest Income
Service charges on deposits	$146	$149	$140	(2)%	4%
Commercial banking revenue	163	154	158	6%	3%
Mortgage banking net revenue	66	57	63	16%	5%
Wealth and asset management revenue	147	145	139	1%	6%
Card and processing revenue	106	104	103	2%	3%
Leasing business revenue	46	58	58	(21)%	(21)%
Other noninterest income	54	55	72	(2)%	(25)%
Securities gains (losses), net	15	(7)	2	NM	650%
Securities gains, net - non-qualifying hedges
on mortgage servicing rights	1	—	—	NM	NM
Total noninterest income	$744	$715	$735	4%	1%

Reported noninterest income increased $29 million, or 4%, from the prior quarter, and increased $9 million, or 1%, from the year-ago quarter. The reported results reflect the impact of certain items in the table below, including securities gains/losses which incorporate mark-to-market impacts from securities associated with non-qualified deferred compensation plans that are primarily offset in compensation and benefits expense.

Noninterest Income excluding certain items
($ in millions)	For the Three Months Ended
	December	September	December	% Change
	2023	2023	2022	Seq	Yr/Yr
Noninterest Income excluding certain items
Noninterest income (U.S. GAAP)	$744	$715	$735
Valuation of Visa total return swap	22	10	38
Branch impairment charges	—	—	6
Securities (gains) losses, net	(15)	7	(2)
Noninterest income excluding certain items(a)	$751	$732	$777	3%	(3)%

Noninterest income excluding certain items increased $19 million, or 3%, from the prior quarter, and decreased $26 million, or 3%, from the year-ago quarter.

Compared to the prior quarter, service charges on deposits decreased $3 million, or 2%, primarily reflecting a decrease in consumer deposit fees due to the elimination of extended overdraft fees. Commercial banking revenue increased $9 million, or 6%, primarily reflecting higher institutional brokerage revenue, business lending fees, and corporate bond fees, partially offset by a decrease in loan syndication revenue. Mortgage banking net revenue increased $9 million, or 16%, primarily reflecting a decrease in MSR asset decay and an increase in MSR net valuation adjustments, which had a $2 million gain in the fourth quarter compared to a $2 million loss in the prior quarter. Wealth and asset management revenue increased $2 million, or 1%, primarily driven by higher brokerage fees, partially offset by lower personal asset management revenue. Card and processing revenue increased $2 million, or 2%, primarily driven by higher interchange revenue. Leasing business revenue decreased $12 million, or 21%, primarily reflecting lower lease remarketing revenue. Other noninterest income results were driven by the recognition of tax receivable agreement revenue of $22 million in the current quarter.

Compared to the year-ago quarter, service charges on deposits increased $6 million, or 4%, reflecting an increase in commercial treasury management fees, partially offset by a decrease in consumer deposit fees. Commercial banking

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revenue increased $5 million, or 3%, primarily driven by higher institutional brokerage revenue, corporate bond fees and business lending fees, partially offset by lower M&A advisory revenue and client financial risk management revenue. Mortgage banking net revenue increased $3 million, or 5%, primarily reflecting a decrease in MSR asset decay and an increase in origination fees and gains on loans sales. Wealth and asset management revenue increased $8 million, or 6%, driven by higher brokerage fees and personal asset management revenue. Card and processing revenue increased $3 million, or 3%, primarily reflecting higher interchange revenue. Leasing business revenue decreased $12 million, or 21%, primarily reflecting lower operating lease revenue and lease remarketing revenue. The decrease in other noninterest income was primarily attributable to lower tax receivable agreement revenue and private equity income.

Noninterest Expense
($ in millions)	For the Three Months Ended			% Change
	December	September	December
	2023	2023	2022	Seq	Yr/Yr
Noninterest Expense
Compensation and benefits	$659	$629	$655	5%	1%
Net occupancy expense	83	84	82	(1)%	1%
Technology and communications	117	115	111	2%	5%
Equipment expense	37	37	37	—	—
Card and processing expense	21	21	21	—	—
Leasing business expense	27	29	36	(7)%	(25)%
Marketing expense	30	35	31	(14)%	(3)%
Other noninterest expense	481	238	245	102%	96%
Total noninterest expense	$1,455	$1,188	$1,218	22%	19%

Reported noninterest expense increased $267 million, or 22%, from the prior quarter, and increased $237 million, or 19%, from the year-ago quarter. The reported results reflect the impact of certain items in the table below.

Noninterest Expense excluding certain item(s)
($ in millions)	For the Three Months Ended			% Change
	December	September	December
	2023	2023	2022	Seq	Yr/Yr
Noninterest Expense excluding certain item(s)
Noninterest expense (U.S. GAAP)	$1,455	$1,188	$1,218
FDIC special assessment	(224)	—	—
Fifth Third Foundation contribution	(15)	—	—
Restructuring severance expense	(5)	—	—
Noninterest expense excluding certain item(s)(a)	$1,211	$1,188	$1,218	2%	(1)%

Compared to the prior quarter, noninterest expense excluding certain items increased $23 million, or 2%, primarily driven by the impact of non-qualified deferred compensation mark-to-market, which was a $17 million expense in the fourth quarter compared to a $5 million benefit in the prior quarter, both of which were largely offset in net securities gains/losses through noninterest income.

Compared to the year-ago quarter, noninterest expense excluding certain items decreased $7 million, or 1%, primarily driven by lower leasing business expense and other noninterest expense, partially offset by higher technology and communications expense primarily related to continued modernization investments. The year-ago quarter included $6 million of noninterest expense related to the impact of non-qualified deferred compensation mark-to-market, which was largely offset in net securities gains/losses through noninterest income.

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Average Interest-Earning Assets
($ in millions)	For the Three Months Ended			% Change
	December	September	December
	2023	2023	2022	Seq	Yr/Yr
Average Portfolio Loans and Leases
Commercial loans and leases:
Commercial and industrial loans	$54,633	$57,001	$57,646	(4)%	(5)%
Commercial mortgage loans	11,338	11,216	10,898	1%	4%
Commercial construction loans	5,727	5,539	5,544	3%	3%
Commercial leases	2,535	2,616	2,736	(3)%	(7)%
Total commercial loans and leases	$74,233	$76,372	$76,824	(3)%	(3)%
Consumer loans:
Residential mortgage loans	$17,129	$17,400	$17,577	(2)%	(3)%
Home equity	3,905	3,897	4,024	—	(3)%
Indirect secured consumer loans	15,129	15,787	16,536	(4)%	(9)%
Credit card	1,829	1,808	1,795	1%	2%
Other consumer loans	6,633	6,366	4,615	4%	44%
Total consumer loans	$44,625	$45,258	$44,547	(1)%	—
Total average portfolio loans and leases	$118,858	$121,630	$121,371	(2)%	(2)%
Average Loans and Leases Held for Sale
Commercial loans and leases held for sale	$72	$17	$84	324%	(14)%
Consumer loans held for sale	379	619	1,411	(39)%	(73)%
Total average loans and leases held for sale	$451	$636	$1,495	(29)%	(70)%
Total average loans and leases	$119,309	$122,266	$122,866	(2)%	(3)%
Securities (taxable and tax-exempt)	$57,351	$56,994	$58,489	1%	(2)%
Other short-term investments	21,506	12,956	6,285	66%	242%
Total average interest-earning assets	$198,166	$192,216	$187,640	3%	6%

Compared to the prior quarter, total average portfolio loans and leases decreased 2%, reflecting the aforementioned reduction in risk-weighted assets initiative which impacted both commercial and consumer portfolios. Average commercial portfolio loans and leases decreased 3%, reflecting a decrease in commercial and industrial (C&I) loan balances. Average consumer portfolio loans decreased 1%, primarily reflecting decreases in indirect secured consumer loan balances and residential mortgage loan balances, partially offset by an increase in other consumer loan balances driven by Dividend Finance.

Compared to the year-ago quarter, total average portfolio loans and leases decreased 2%, reflecting a decrease in the commercial portfolio. Average commercial portfolio loans and leases decreased 3%, primarily reflecting a decrease in C&I loan balances, partially offset by an increase in commercial mortgage loan balances. Average consumer portfolio loans were flat, primarily reflecting an increase in other consumer loan balances driven by Dividend Finance, offset by a decrease in indirect secured consumer loan balances and residential mortgage loan balances.

Average loans and leases held for sale were $0.5 billion in the current quarter compared to $0.6 billion in the prior quarter and $1.5 billion in the year-ago quarter.

Average securities (taxable and tax-exempt; amortized cost) of $57 billion in the current quarter increased $0.4 billion, or 1%, compared to the prior quarter and decreased $1 billion, or 2%, compared to the year-ago quarter. Average other short-term investments (including interest-bearing cash) of $22 billion in the current quarter increased $9 billion, or 66%, compared to the prior quarter and increased $15 billion, or 242%, compared to the year-ago quarter.

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Total period-end commercial portfolio loans and leases of $73 billion decreased 3% compared to the prior quarter, primarily reflecting a decrease in C&I loan balances. Compared to the year-ago quarter, total period-end commercial portfolio loans and leases decreased 5%, primarily reflecting a decrease in C&I loan balances. Period-end commercial revolving line utilization was 35%, compared to 36% in the prior quarter and 37% in the year-ago quarter.

Total period-end consumer portfolio loans of $44 billion decreased 1% compared to the prior quarter, primarily reflecting decreases in indirect secured consumer loan balances and residential mortgage loan balances, partially offset by an increase in other consumer loan balances driven by Dividend Finance. Compared to the year-ago quarter, total period-end consumer portfolio loans decreased 1%, primarily driven by decreases in indirect secured consumer loan balances and residential mortgage loan balances, partially offset by an increase in other consumer loan balances driven by Dividend Finance.

Total period-end securities (taxable and tax-exempt; amortized cost) of $57 billion in the current quarter were stable compared to the prior quarter and decreased $1 billion, or 2%, compared to the year-ago quarter. Period-end other short-term investments of approximately $22 billion increased $3 billion, or 17%, compared to the prior quarter, and increased $14 billion, or 164%, compared to the year-ago quarter.

On January 3, 2024, Fifth Third transferred $12.6 billion (amortized cost) of securities, with an unrealized loss of $994 million, from available-for-sale to held-to-maturity. This transfer is in response to Fifth Third's decision to hold these securities to maturity in order to reduce potential capital volatility associated with investment security market price fluctuations.

Average Deposits
	($ in millions)	For the Three Months Ended			% Change
		December	September	December
		2023	2023	2022	Seq	Yr/Yr
	Average Deposits
	Demand	$43,396	$44,228	$54,550	(2)%	(20)%
	Interest checking	57,114	53,109	47,801	8%	19%
	Savings	18,252	20,511	23,474	(11)%	(22)%
	Money market	34,292	32,072	28,713	7%	19%
	Foreign office(g)	178	168	209	6%	(15)%
	Total transaction deposits	$153,232	$150,088	$154,747	2%	(1)%
	CDs $250,000 or less	10,556	9,630	2,748	10%	284%
	Total core deposits	$163,788	$159,718	$157,495	3%	4%
	CDs over $250,000	5,659	5,926	3,566	(5)%	59%
	Total average deposits	$169,447	$165,644	$161,061	2%	5%
	CDs over $250,000 includes $4.8BN, $5.2BN, and $3.4BN of retail brokered certificates of deposit which are fully covered by FDIC insurance for the three months ended 12/31/23, 9/30/23, and 12/31/22, respectively.

Compared to the prior quarter, total average deposits increased 2%, primarily due to seasonality. Average demand deposits represented 26% of total core deposits in the current quarter, compared to 28% in the prior quarter. Compared to the prior quarter, average consumer segment deposits increased 1%, average commercial segment deposits increased 5%, and average wealth & asset management segment deposits increased 1%. Period-end total deposits increased 1% compared to the prior quarter.

Compared to the year-ago quarter, total average deposits increased 5%, primarily reflecting an increase in interest checking and time deposit balances, partially offset by a decrease in demand account balances. Period-end total deposits increased 3% compared to the year-ago quarter.

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The period-end portfolio loan-to-core deposit ratio was 72% in the current quarter, compared to 74% in the prior quarter and 76% in the year-ago quarter. Estimated uninsured deposits were approximately $71 billion, or 42% of total deposits, as of quarter end.

Average Wholesale Funding
	($ in millions)	For the Three Months Ended			% Change
		December	September	December
		2023	2023	2022	Seq	Yr/Yr
	Average Wholesale Funding
	CDs over $250,000	$5,659	$5,926	$3,566	(5)%	59%
	Federal funds purchased	191	181	264	6%	(28)%
	Securities sold under repurchase agreements	350	352	476	(1)%	(26)%
	FHLB advances	3,293	3,726	5,489	(12)%	(40)%
	Derivative collateral and other secured borrowings	34	48	225	(29)%	(85)%
	Long-term debt	16,588	14,056	13,425	18%	24%
	Total average wholesale funding	$26,115	$24,289	$23,445	8%	11%
	CDs over $250,000 includes $4.8BN, $5.2BN, and $3.4BN of retail brokered certificates of deposit which are fully covered by FDIC insurance for the three months ended 12/31/23, 9/30/23, and 12/31/22, respectively.

Compared to the prior quarter, average wholesale funding increased 8%, primarily reflecting an increase in long-term debt (reflecting the full quarter impact of issuing long-term debt and automobile loan portfolio securitization in the prior quarter), partially offset by a decrease in FHLB advances. Compared to the year-ago quarter, average wholesale funding increased 11%, primarily reflecting an increase in long-term debt and CDs over $250,000, partially offset by a decrease in FHLB advances.

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Credit Quality Summary
($ in millions)	As of and For the Three Months Ended
	December		September		June		March		December
	2023		2023		2023		2023		2022
Total nonaccrual portfolio loans and leases (NPLs)	$649		$570		$629		$593		$515
Repossessed property	10		11		8		8		6
OREO	29		31		24		22		18
Total nonperforming portfolio loans and leases and OREO (NPAs)	$688		$612		$661		$623		$539
NPL ratio(h)	0.55	%	0.47	%	0.52	%	0.48	%	0.42	%
NPA ratio(c)	0.59	%	0.51	%	0.54	%	0.51	%	0.44	%
Portfolio loans and leases 30-89 days past due (accrual)	$359		$316		$339		$317		$364
Portfolio loans and leases 90 days past due (accrual)	36		29		51		46		40
30-89 days past due as a % of portfolio loans and leases	0.31	%	0.26	%	0.28	%	0.26	%	0.30	%
90 days past due as a % of portfolio loans and leases	0.03	%	0.02	%	0.04	%	0.04	%	0.03	%
Allowance for loan and lease losses (ALLL), beginning	$2,340		$2,327		$2,215		$2,194		$2,099
Impact of adoption of ASU 2022-02	—		—		—		(49)		—
Total net losses charged-off	(96)		(124)		(90)		(78)		(68)
Provision for loan and lease losses	78		137		202		148		163
ALLL, ending	$2,322		$2,340		$2,327		$2,215		$2,194
Reserve for unfunded commitments, beginning	$189		$207		$232		$216		$199
(Benefit from) provision for the reserve for unfunded commitments	(23)		(18)		(25)		16		17
Reserve for unfunded commitments, ending	$166		$189		$207		$232		$216
Total allowance for credit losses (ACL)	$2,488		$2,529		$2,534		$2,447		$2,410
ACL ratios:
As a % of portfolio loans and leases	2.12	%	2.11	%	2.08	%	1.99	%	1.98	%
As a % of nonperforming portfolio loans and leases	383	%	443	%	403	%	413	%	468	%
As a % of nonperforming portfolio assets	362	%	413	%	383	%	393	%	447	%
ALLL as a % of portfolio loans and leases	1.98	%	1.95	%	1.91	%	1.80	%	1.81	%
Total losses charged-off	$(133)		$(158)		$(121)		$(110)		$(103)
Total recoveries of losses previously charged-off	37		34		31		32		35
Total net losses charged-off	$(96)		$(124)		$(90)		$(78)		$(68)
Net charge-off ratio (NCO ratio)(b)	0.32	%	0.41	%	0.29	%	0.26	%	0.22	%
Commercial NCO ratio	0.13	%	0.34	%	0.16	%	0.17	%	0.13	%
Consumer NCO ratio	0.64	%	0.53	%	0.50	%	0.42	%	0.38	%

Nonperforming portfolio loans and leases were $649 million in the current quarter, with the resulting NPL ratio of 0.55%. Compared to the prior quarter, NPLs increased $79 million with the NPL ratio increasing 8 bps. Compared to the year-ago quarter, NPLs increased $134 million with the NPL ratio increasing 13 bps.

Nonperforming portfolio assets were $688 million in the current quarter, with the resulting NPA ratio of 0.59%. Compared to the prior quarter, NPAs increased $76 million with the NPA ratio increasing 8 bps. Compared to the year-ago quarter, NPAs increased $149 million with the NPA ratio increasing 15 bps.

The provision for credit losses totaled $55 million in the current quarter. The allowance for credit loss ratio represented 2.12% of total portfolio loans and leases at quarter end, compared with 2.11% for the prior quarter end and 1.98% for the

9

year-ago quarter end. In the current quarter, the allowance for credit losses represented 383% of nonperforming portfolio loans and leases and 362% of nonperforming portfolio assets.

Net charge-offs were $96 million in the current quarter, resulting in an NCO ratio of 0.32%. Compared to the prior quarter, net charge-offs decreased $28 million and the NCO ratio decreased 9 bps. Commercial net charge-offs were $25 million, resulting in a commercial NCO ratio of 0.13%, which decreased 21 bps compared to the prior quarter. Consumer net charge-offs were $71 million, resulting in a consumer NCO ratio of 0.64%, which increased 11 bps compared to the prior quarter.

Compared to the year-ago quarter, net charge-offs increased $28 million and the NCO ratio increased 10 bps, reflecting a normalizing from near-historically low net charge-offs in the year-ago quarter. The commercial NCO ratio was flat compared to the prior year, and the consumer NCO ratio increased 26 bps compared to the prior year.

Capital Position
	As of and For the Three Months Ended
	December		September	June	March	December
	2023		2023	2023	2023	2022
Capital Position
Average total Bancorp shareholders' equity as a % of average assets	8.04	%	8.30%	8.90%	8.77%	8.18	%
Tangible equity(a)	8.65	%	8.46%	8.58%	8.39%	8.31	%
Tangible common equity (excluding AOCI)(a)	7.67	%	7.49%	7.57%	7.38%	7.30	%
Tangible common equity (including AOCI)(a)	5.73	%	4.51%	5.26%	5.49%	5.00	%
Regulatory Capital Ratios(d)(e)
CET1 capital	10.29	%	9.80%	9.49%	9.28%	9.28	%
Tier 1 risk-based capital	11.59	%	11.06%	10.73%	10.53%	10.53	%
Total risk-based capital	13.72	%	13.13%	12.83%	12.64%	12.79	%
Leverage	8.73	%	8.85%	8.81%	8.67%	8.56	%

The CET1 capital ratio was 10.29%, the Tangible common equity to tangible assets ratio was 7.67% excluding AOCI, and 5.73% including AOCI. The Tier 1 risk-based capital ratio was 11.59%, the Total risk-based capital ratio was 13.72%, and the Leverage ratio was 8.73%. Fifth Third did not execute share repurchases in the fourth quarter of 2023.

10

Tax Rate

The effective tax rate for the quarter was 18.4% compared with 22.0% in the prior quarter and 19.4% in the year-ago quarter. The tax rate in the fourth quarter reflects a favorable adjustment of $17 million associated with resolution of certain acquisition related tax matters.

Fifth Third Bank, National Association is a federally chartered institution. Fifth Third Bancorp is the indirect parent company of Fifth Third Bank and its common stock is traded on the NASDAQ® Global Select Market under the symbol “FITB.” Investor information and press releases can be viewed at www.53.com.

Earnings Release End Notes

(a)Non-GAAP measure; see discussion of non-GAAP reconciliation.

(b)Net losses charged-off as a percent of average portfolio loans and leases presented on an annualized basis.

(c)Nonperforming portfolio assets as a percent of portfolio loans and leases and OREO.

(d)Regulatory capital ratios are calculated pursuant to the five-year transition provision option to phase in the effects of CECL on regulatory capital after its adoption on January 1, 2020.

(e)Current period regulatory capital ratios are estimated.

(f)Assumes a 23% tax rate.

(g)Includes commercial customer Eurodollar sweep balances for which the Bank pays rates comparable to other commercial deposit accounts.

(h)Nonperforming portfolio loans and leases as a percent of portfolio loans and leases.

11

FORWARD-LOOKING STATEMENTS

This release contains statements that we believe are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder. All statements other than statements of historical fact are forward-looking statements.These statements relate to our financial condition, results of operations, plans, objectives, future performance, capital actions or business. They usually can be identified by the use of forward-looking language such as “will likely result,” “may,” “are expected to,” “is anticipated,” “potential,” “estimate,” “forecast,” “projected,” “intends to,” or may include other similar words or phrases such as “believes,” “plans,” “trend,” “objective,” “continue,” “remain,” or similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “can,” or similar verbs. You should not place undue reliance on these statements, as they are subject to risks and uncertainties, including but not limited to the risk factors set forth in our most recent Annual Report on Form 10-K as updated by our filings with the U.S. Securities and Exchange Commission (“SEC”).

There are a number of important factors that could cause future results to differ materially from historical performance and these forward-looking statements. Factors that might cause such a difference include, but are not limited to: (1) deteriorating credit quality; (2) loan concentration by location or industry of borrowers or collateral; (3) problems encountered by other financial institutions; (4) inadequate sources of funding or liquidity; (5) unfavorable actions of rating agencies; (6) inability to maintain or grow deposits; (7) limitations on the ability to receive dividends from subsidiaries; (8) effects of the global COVID-19 pandemic; (9) cyber-security risks; (10) Fifth Third’s ability to secure confidential information and deliver products and services through the use of computer systems and telecommunications networks; (11) failures by third-party service providers; (12) inability to manage strategic initiatives and/or organizational changes; (13) inability to implement technology system enhancements; (14) failure of internal controls and other risk management systems; (15) losses related to fraud, theft, misappropriation or violence; (16) inability to attract and retain skilled personnel; (17) adverse impacts of government regulation; (18) governmental or regulatory changes or other actions; (19) failures to meet applicable capital requirements; (20) regulatory objections to Fifth Third’s capital plan; (21) regulation of Fifth Third’s derivatives activities; (22) deposit insurance premiums; (23) assessments for the orderly liquidation fund; (24) replacement of LIBOR; (25) weakness in the national or local economies; (26) global political and economic uncertainty or negative actions; (27) changes in interest rates and the effects of inflation; (28) changes and trends in capital markets; (29) fluctuation of Fifth Third’s stock price; (30) volatility in mortgage banking revenue; (31) litigation, investigations, and enforcement proceedings by governmental authorities; (32) breaches of contractual covenants, representations and warranties; (33) competition and changes in the financial services industry; (34) changing retail distribution strategies, customer preferences and behavior; (35) difficulties in identifying, acquiring or integrating suitable strategic partnerships, investments or acquisitions; (36) potential dilution from future acquisitions; (37) loss of income and/or difficulties encountered in the sale and separation of businesses, investments or other assets; (38) results of investments or acquired entities; (39) changes in accounting standards or interpretation or declines in the value of Fifth Third’s goodwill or other intangible assets; (40) inaccuracies or other failures from the use of models; (41) effects of critical accounting policies and judgments or the use of inaccurate estimates; (42) weather-related events, other natural disasters, or health emergencies (including pandemics); (43) the impact of reputational risk created by these or other developments on such matters as business generation and retention, funding and liquidity; (44) changes in law or requirements imposed by Fifth Third’s regulators impacting our capital actions, including dividend payments and stock repurchases; and (45) Fifth Third's ability to meet its environmental and/or social targets, goals and commitments.

You should refer to our periodic and current reports filed with the Securities and Exchange Commission, or “SEC,” for further information on other factors, which could cause actual results to be significantly different from those expressed or implied by these forward-looking statements. Moreover, you should treat these statements as speaking only as of the date they are made and based only on information then actually known to us. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations or any changes in events, conditions or circumstances on which any such statement is based, except as may be required by law, and we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The information contained herein is intended to be reviewed in its totality, and any stipulations, conditions or provisos that apply to a given piece of information in one part of this press release should be read as applying mutatis mutandis to every other instance of such information appearing herein.

# # #

12

Fifth Third Bancorp and Subsidiaries
Consolidated Statements of Income
$ in millions	For the Three Months Ended			% Change		Year to Date		% Change
(unaudited)	December	September	December			December	December
	2023	2023	2022	Seq	Yr/Yr	2023	2022	Yr/Yr
Interest Income
Interest and fees on loans and leases	$1,889	$1,899	$1,577	(1%)	20%	$7,334	$4,954	48%
Interest on securities	451	444	440	2%	3%	1,770	1,517	17%
Interest on other short-term investments	308	186	58	66%	431%	656	116	466%
Total interest income	2,648	2,529	2,075	5%	28%	9,760	6,587	48%
Interest Expense
Interest on deposits	952	844	300	13%	217%	2,929	447	555%
Interest on federal funds purchased	3	2	2	50%	50%	15	6	150%
Interest on other short-term borrowings	49	52	53	(6%)	(8%)	247	108	129%
Interest on long-term debt	228	193	143	18%	59%	742	417	78%
Total interest expense	1,232	1,091	498	13%	147%	3,933	978	302%
Net Interest Income	1,416	1,438	1,577	(2%)	(10%)	5,827	5,609	4%
Provision for credit losses	55	119	180	(54%)	(69%)	515	563	(9%)
Net Interest Income After Provision for Credit Losses	1,361	1,319	1,397	3%	(3%)	5,312	5,046	5%
Noninterest Income
Service charges on deposits	146	149	140	(2%)	4%	577	589	(2%)
Commercial banking revenue	163	154	158	6%	3%	624	565	10%
Mortgage banking net revenue	66	57	63	16%	5%	250	215	16%
Wealth and asset management revenue	147	145	139	1%	6%	581	570	2%
Card and processing revenue	106	104	103	2%	3%	416	409	2%
Leasing business revenue	46	58	58	(21%)	(21%)	208	237	(12%)
Other noninterest income	54	55	72	(2%)	(25%)	207	265	(22%)
Securities gains (losses), net	15	(7)	2	NM	650%	18	(82)	NM
Securities gains (losses), net - non-qualifying hedges on mortgage servicing rights	1	—	—	NM	NM	—	(2)	(100%)
Total noninterest income	744	715	735	4%	1%	2,881	2,766	4%
Noninterest Expense
Compensation and benefits	659	629	655	5%	1%	2,694	2,554	5%
Net occupancy expense	83	84	82	(1%)	1%	331	307	8%
Technology and communications	117	115	111	2%	5%	464	416	12%
Equipment expense	37	37	37	—	—	148	145	2%
Card and processing expense	21	21	21	—	—	84	80	5%
Leasing business expense	27	29	36	(7%)	(25%)	121	131	(8%)
Marketing expense	30	35	31	(14%)	(3%)	126	118	7%
Other noninterest expense	481	238	245	102%	96%	1,237	968	28%
Total noninterest expense	1,455	1,188	1,218	22%	19%	5,205	4,719	10%
Income Before Income Taxes	650	846	914	(23%)	(29%)	2,988	3,093	(3%)
Applicable income tax expense	120	186	177	(35%)	(32%)	639	647	(1%)
Net Income	530	660	737	(20%)	(28%)	2,349	2,446	(4%)
Dividends on preferred stock	38	37	38	3%	—	137	116	18%
Net Income Available to Common Shareholders	$492	$623	$699	(21%)	(30%)	$2,212	$2,330	(5%)

13

Fifth Third Bancorp and Subsidiaries
Consolidated Statements of Income
$ in millions	For the Three Months Ended
(unaudited)	December	September	June	March	December
	2023	2023	2023	2023	2022
Interest Income
Interest and fees on loans and leases	$1,889	$1,899	$1,831	$1,714	$1,577
Interest on securities	451	444	437	439	440
Interest on other short-term investments	308	186	102	60	58
Total interest income	2,648	2,529	2,370	2,213	2,075
Interest Expense
Interest on deposits	952	844	655	478	300
Interest on federal funds purchased	3	2	5	5	2
Interest on other short-term borrowings	49	52	90	57	53
Interest on long-term debt	228	193	163	156	143
Total interest expense	1,232	1,091	913	696	498
Net Interest Income	1,416	1,438	1,457	1,517	1,577
Provision for credit losses	55	119	177	164	180
Net Interest Income After Provision for Credit Losses	1,361	1,319	1,280	1,353	1,397
Noninterest Income
Service charges on deposits	146	149	144	137	140
Commercial banking revenue	163	154	146	161	158
Mortgage banking net revenue	66	57	59	69	63
Wealth and asset management revenue	147	145	143	146	139
Card and processing revenue	106	104	106	100	103
Leasing business revenue	46	58	47	57	58
Other noninterest income	54	55	74	22	72
Securities gains (losses), net	15	(7)	7	4	2
Securities gains, net - non-qualifying hedges on mortgage servicing rights	1	—	—	—	—
Total noninterest income	744	715	726	696	735
Noninterest Expense
Compensation and benefits	659	629	650	757	655
Net occupancy expense	83	84	83	81	82
Technology and communications	117	115	114	118	111
Equipment expense	37	37	36	37	37
Card and processing expense	21	21	20	22	21
Leasing business expense	27	29	31	34	36
Marketing expense	30	35	31	29	31
Other noninterest expense	481	238	266	253	245
Total noninterest expense	1,455	1,188	1,231	1,331	1,218
Income Before Income Taxes	650	846	775	718	914
Applicable income tax expense	120	186	174	160	177
Net Income	530	660	601	558	737
Dividends on preferred stock	38	37	39	23	38
Net Income Available to Common Shareholders	$492	$623	$562	$535	$699

14

Fifth Third Bancorp and Subsidiaries
Consolidated Balance Sheets
$ in millions, except per share data	As of			% Change
(unaudited)	December	September	December
	2023	2023	2022	Seq	Yr/Yr
Assets
Cash and due from banks	$3,142	$2,837	$3,466	11%	(9%)
Other short-term investments	22,082	18,923	8,351	17%	164%
Available-for-sale debt and other securities(a)	50,419	47,893	51,503	5%	(2%)
Held-to-maturity securities(b)	2	2	5	—	(60%)
Trading debt securities	899	1,222	414	(26%)	117%
Equity securities	613	250	317	145%	93%
Loans and leases held for sale	378	614	1,007	(38%)	(62%)
Portfolio loans and leases:
Commercial and industrial loans	53,270	55,790	57,232	(5%)	(7%)
Commercial mortgage loans	11,276	11,122	11,020	1%	2%
Commercial construction loans	5,621	5,582	5,433	1%	3%
Commercial leases	2,579	2,624	2,704	(2%)	(5%)
Total commercial loans and leases	72,746	75,118	76,389	(3%)	(5%)
Residential mortgage loans	17,026	17,293	17,628	(2%)	(3%)
Home equity	3,916	3,898	4,039	—	(3%)
Indirect secured consumer loans	14,965	15,434	16,552	(3%)	(10%)
Credit card	1,865	1,817	1,874	3%	—
Other consumer loans	6,716	6,528	4,998	3%	34%
Total consumer loans	44,488	44,970	45,091	(1%)	(1%)
Portfolio loans and leases	117,234	120,088	121,480	(2%)	(3%)
Allowance for loan and lease losses	(2,322)	(2,340)	(2,194)	(1%)	6%
Portfolio loans and leases, net	114,912	117,748	119,286	(2%)	(4%)
Bank premises and equipment	2,349	2,303	2,187	2%	7%
Operating lease equipment	459	480	627	(4%)	(27%)
Goodwill	4,919	4,919	4,915	—	—
Intangible assets	125	136	169	(8%)	(26%)
Servicing rights	1,737	1,822	1,746	(5%)	(1%)
Other assets	12,538	13,818	13,459	(9%)	(7%)
Total Assets	$214,574	$212,967	$207,452	1%	3%
Liabilities
Deposits:
Demand	$43,146	$43,844	$53,125	(2%)	(19%)
Interest checking	57,257	53,421	51,653	7%	11%
Savings	18,215	20,195	23,469	(10%)	(22%)
Money market	34,374	33,492	28,220	3%	22%
Foreign office	162	168	182	(4%)	(11%)
CDs $250,000 or less	10,552	10,306	3,809	2%	177%
CDs over $250,000	5,206	6,246	3,232	(17%)	61%
Total deposits	168,912	167,672	163,690	1%	3%
Federal funds purchased	193	205	180	(6%)	7%
Other short-term borrowings	2,861	4,594	4,838	(38%)	(41%)
Accrued taxes, interest and expenses	2,195	1,834	1,822	20%	20%
Other liabilities	4,861	5,808	5,881	(16%)	(17%)
Long-term debt	16,380	16,310	13,714	—	19%
Total Liabilities	195,402	196,423	190,125	(1%)	3%
Equity
Common stock(c)	2,051	2,051	2,051	—	—
Preferred stock	2,116	2,116	2,116	—	—
Capital surplus	3,757	3,733	3,684	1%	2%
Retained earnings	22,997	22,747	21,689	1%	6%
Accumulated other comprehensive loss	(4,487)	(6,839)	(5,110)	(34%)	(12%)
Treasury stock	(7,262)	(7,264)	(7,103)	—	2%
Total Equity	19,172	16,544	17,327	16%	11%
Total Liabilities and Equity	$214,574	$212,967	$207,452	1%	3%
(a) Amortized cost	$55,789	$55,557	$57,530	—	(3%)
(b) Market values	2	2	5	—	(60%)
(c) Common shares, stated value $2.22 per share (in thousands):
Authorized	2,000,000	2,000,000	2,000,000	—	—
Outstanding, excluding treasury	681,125	680,990	683,386	—	—
Treasury	242,768	242,903	240,507	—	—

15

Fifth Third Bancorp and Subsidiaries
Consolidated Balance Sheets
$ in millions, except per share data	As of
(unaudited)	December	September	June	March	December
	2023	2023	2023	2023	2022
Assets
Cash and due from banks	$3,142	$2,837	$2,594	$2,780	$3,466
Other short-term investments	22,082	18,923	10,943	9,794	8,351
Available-for-sale debt and other securities(a)	50,419	47,893	49,329	50,719	51,503
Held-to-maturity securities(b)	2	2	2	2	5
Trading debt securities	899	1,222	1,139	1,174	414
Equity securities	613	250	331	323	317
Loans and leases held for sale	378	614	760	749	1,007
Portfolio loans and leases:
Commercial and industrial loans	53,270	55,790	56,897	57,720	57,232
Commercial mortgage loans	11,276	11,122	11,310	11,228	11,020
Commercial construction loans	5,621	5,582	5,475	5,548	5,433
Commercial leases	2,579	2,624	2,670	2,743	2,704
Total commercial loans and leases	72,746	75,118	76,352	77,239	76,389
Residential mortgage loans	17,026	17,293	17,503	17,608	17,628
Home equity	3,916	3,898	3,911	3,958	4,039
Indirect secured consumer loans	14,965	15,434	16,097	16,484	16,552
Credit card	1,865	1,817	1,818	1,761	1,874
Other consumer loans	6,716	6,528	6,210	5,807	4,998
Total consumer loans	44,488	44,970	45,539	45,618	45,091
Portfolio loans and leases	117,234	120,088	121,891	122,857	121,480
Allowance for loan and lease losses	(2,322)	(2,340)	(2,327)	(2,215)	(2,194)
Portfolio loans and leases, net	114,912	117,748	119,564	120,642	119,286
Bank premises and equipment	2,349	2,303	2,275	2,219	2,187
Operating lease equipment	459	480	537	578	627
Goodwill	4,919	4,919	4,919	4,915	4,915
Intangible assets	125	136	146	157	169
Servicing rights	1,737	1,822	1,764	1,725	1,746
Other assets	12,538	13,818	12,973	12,880	13,459
Total Assets	$214,574	$212,967	$207,276	$208,657	$207,452
Liabilities
Deposits:
Demand	$43,146	$43,844	$45,264	$49,649	$53,125
Interest checking	57,257	53,421	52,743	49,924	51,653
Savings	18,215	20,195	21,342	22,563	23,469
Money market	34,374	33,492	30,012	28,482	28,220
Foreign office	162	168	182	134	182
CDs $250,000 or less	10,552	10,306	8,833	6,624	3,809
CDs over $250,000	5,206	6,246	5,752	5,599	3,232
Total deposits	168,912	167,672	164,128	162,975	163,690
Federal funds purchased	193	205	163	177	180
Other short-term borrowings	2,861	4,594	5,817	7,364	4,838
Accrued taxes, interest and expenses	2,195	1,834	1,765	1,577	1,822
Other liabilities	4,861	5,808	5,316	5,307	5,881
Long-term debt	16,380	16,310	12,278	12,893	13,714
Total Liabilities	195,402	196,423	189,467	190,293	190,125
Equity
Common stock(c)	2,051	2,051	2,051	2,051	2,051
Preferred stock	2,116	2,116	2,116	2,116	2,116
Capital surplus	3,757	3,733	3,708	3,682	3,684
Retained earnings	22,997	22,747	22,366	22,032	21,689
Accumulated other comprehensive loss	(4,487)	(6,839)	(5,166)	(4,245)	(5,110)
Treasury stock	(7,262)	(7,264)	(7,266)	(7,272)	(7,103)
Total Equity	19,172	16,544	17,809	18,364	17,327
Total Liabilities and Equity	$214,574	$212,967	$207,276	$208,657	$207,452
(a) Amortized cost	$55,789	$55,557	$55,399	$55,958	$57,530
(b) Market values	2	2	2	2	5
(c) Common shares, stated value $2.22 per share (in thousands):
Authorized	2,000,000	2,000,000	2,000,000	2,000,000	2,000,000
Outstanding, excluding treasury	681,125	680,990	680,850	680,537	683,386
Treasury	242,768	242,903	243,042	243,356	240,507

16

Fifth Third Bancorp and Subsidiaries
Consolidated Statements of Changes in Equity
$ in millions
(unaudited)
			For the Three Months Ended		Year to Date
			December	December	December	December
			2023	2022	2023	2022
Total Equity, Beginning			$16,544	$16,736	$17,327	$22,210
Impact of cumulative effect of change in accounting principle			—	—	37	—
Net income			530	737	2,349	2,446
Other comprehensive income (loss), net of tax:
Change in unrealized gains (losses):
		Available-for-sale debt securities	1,746	86	495	(5,480)
		Qualifying cash flow hedges	605	98	126	(851)
Change in accumulated other comprehensive income related to employee benefit plans			1	12	2	14
Comprehensive income (loss)			2,882	933	2,972	(3,871)
Cash dividends declared:
	Common stock		(242)	(229)	(941)	(877)
	Preferred stock		(38)	(38)	(137)	(116)
Impact of stock transactions under stock compensation plans, net			26	25	115	81
Shares acquired for treasury			—	(100)	(201)	(100)
Total Equity, Ending			$19,172	$17,327	$19,172	$17,327

17

Fifth Third Bancorp and Subsidiaries
Regulatory Capital
$ in millions		As of
(unaudited)		December		September		June		March		December
		2023(a)		2023		2023		2023		2022
Regulatory Capital(b)
CET1 capital		$16,800		$16,510		$16,100		$15,727		$15,670
Additional tier 1 capital		2,116		2,116		2,116		2,116		2,116
Tier 1 capital		18,916		18,626		18,216		17,843		17,786
Tier 2 capital		3,484		3,485		3,565		3,588		3,820
Total regulatory capital		$22,400		$22,111		$21,781		$21,431		$21,606
Risk-weighted assets		$163,278		$168,433		$169,720		$169,510		$168,909
Ratios
Average total Bancorp shareholders' equity as a percent of average assets		8.04	%	8.30	%	8.90	%	8.77	%	8.18	%
Regulatory Capital Ratios(b)
Fifth Third Bancorp
	CET1 capital	10.29	%	9.80	%	9.49	%	9.28	%	9.28	%
	Tier 1 risk-based capital	11.59	%	11.06	%	10.73	%	10.53	%	10.53	%
	Total risk-based capital	13.72	%	13.13	%	12.83	%	12.64	%	12.79	%
	Leverage	8.73	%	8.85	%	8.81	%	8.67	%	8.56	%
Fifth Third Bank, National Association
	Tier 1 risk-based capital	12.42	%	11.96	%	11.25	%	11.63	%	11.31	%
	Total risk-based capital	13.85	%	13.38	%	12.67	%	13.05	%	12.81	%
	Leverage	9.37	%	9.59	%	9.26	%	9.62	%	9.23	%

(a)Current period regulatory capital data and ratios are estimated.

(b)Regulatory capital ratios are calculated pursuant to the five-year transition provision option to phase in the effects of CECL on regulatory capital after its adoption on January 1, 2020.

18

Use of Non-GAAP Financial Measures

In addition to GAAP measures, management considers various non-GAAP measures when evaluating the performance of the business, including: “net interest income (FTE),” “interest income (FTE),” “net interest margin (FTE),” “net interest rate spread (FTE),” “income before income taxes (FTE),” “tangible net income available to common shareholders,” “average tangible common equity,” “return on average tangible common equity,” “tangible common equity (excluding AOCI),” “tangible common equity (including AOCI),” “tangible equity,” “tangible book value per share,” “tangible book value per share (excluding AOCI),” “adjusted noninterest income,” “noninterest income excluding certain items,” “adjusted noninterest expense,” “noninterest expense excluding certain items,” “pre-provision net revenue,” “adjusted efficiency ratio,” “adjusted return on average common equity,” “adjusted return on average tangible common equity,” “adjusted return on average tangible common equity, excluding accumulated other comprehensive income", “adjusted pre-provision net revenue,” “adjusted return on average assets,” “efficiency ratio (FTE),” “total revenue (FTE),” “noninterest income as a percent of total revenue”, and certain ratios derived from these measures. The Bancorp believes these non-GAAP measures provide useful information to investors because these are among the measures used by the Fifth Third management team to evaluate operating performance and to make day-to-day operating decisions.

The FTE basis adjusts for the tax-favored status of income from certain loans and securities held by the Bancorp that are not taxable for federal income tax purposes. The Bancorp believes this presentation to be the preferred industry measurement of net interest income and net interest margin as it provides a relevant comparison between taxable and non-taxable amounts.

The Bancorp believes tangible net income available to common shareholders, average tangible common equity, tangible common equity (excluding AOCI), tangible common equity (including AOCI), tangible equity, tangible book value per share and return on average tangible common equity are important measures for evaluating the performance of the business without the impacts of intangible items, whether acquired or created internally, in a manner comparable to other companies in the industry who present similar measures.

The Bancorp believes noninterest income, noninterest expense, net interest income, net interest margin, pre-provision net revenue, efficiency ratio, noninterest income as a percent of total revenue, return on average common equity, return on average tangible common equity, and return on average assets are important measures that adjust for significant, unusual, or large transactions that may occur in a reporting period which management does not consider indicative of ongoing financial performance and enhances comparability of results with prior periods.

The Bancorp believes noninterest income excluding certain items and noninterest expense excluding certain items are important measures that adjust for certain components that are prone to significant period-to-period changes in order to facilitate the explanation of variances in the noninterest income and noninterest expense line items.

Management considers various measures when evaluating capital utilization and adequacy, including the tangible equity and tangible common equity (including and excluding AOCI), in addition to capital ratios defined by U.S. banking agencies. These calculations are intended to complement the capital ratios defined by U.S. banking agencies for both absolute and comparative purposes. These ratios are not formally defined by U.S. GAAP or codified in the federal banking regulations and, therefore, are considered to be non-GAAP financial measures. Management believes that providing the tangible common equity ratio excluding AOCI on certain assets and liabilities enables investors and others to assess the Bancorp’s use of equity without the effects of changes in AOCI, some of which are uncertain; providing the tangible common equity ratio including AOCI enables investors and others to assess the Bancorp’s use of equity if components of AOCI, such as unrealized gains or losses, were to be monetized.

Please note that although non-GAAP financial measures provide useful insight, they should not be considered in isolation or relied upon as a substitute for analysis using GAAP measures.

Please see reconciliations of all historical non-GAAP measures used in this release to the most directly comparable GAAP measures, beginning on the following page.

19

Fifth Third Bancorp and Subsidiaries
Non-GAAP Reconciliation
$ and shares in millions		As of and For the Three Months Ended
(unaudited)		December		September		June		March		December
		2023		2023		2023		2023		2022
Net interest income		$1,416		$1,438		$1,457		$1,517		$1,577
Add: Taxable equivalent adjustment		7		7		6		5		5
Net interest income (FTE) (a)		1,423		1,445		1,463		1,522		1,582
Net interest income (annualized) (b)		5,618		5,705		5,844		6,152		6,257
Net interest income (FTE) (annualized) (c)		5,646		5,733		5,868		6,173		6,276
Interest income		2,648		2,529		2,370		2,213		2,075
Add: Taxable equivalent adjustment		7		7		6		5		5
Interest income (FTE)		2,655		2,536		2,376		2,218		2,080
Interest income (FTE) (annualized) (d)		10,533		10,061		9,530		8,995		8,252
Interest expense (annualized) (e)		4,888		4,328		3,662		2,823		1,976
Average interest-earning assets (f)		198,166		192,216		189,060		187,407		187,640
Average interest-bearing liabilities (g)		146,507		139,779		134,590		129,280		126,390
Net interest margin (b) / (f)		2.83	%	2.97	%	3.09	%	3.28	%	3.33	%
Net interest margin (FTE) (c) / (f)		2.85	%	2.98	%	3.10	%	3.29	%	3.35	%
Net interest rate spread (FTE) (d) / (f) - (e) / (g)		1.97	%	2.13	%	2.32	%	2.62	%	2.84	%
Income before income taxes		$650		$846		$775		$718		$914
Add: Taxable equivalent adjustment		7		7		6		5		5
Income before income taxes (FTE)		657		853		781		723		919
Net income available to common shareholders		492		623		562		535		699
Add: Intangible amortization, net of tax		8		8		8		9		10
Tangible net income available to common shareholders (h)		500		631		570		544		709
Tangible net income available to common shareholders (annualized) (i)		1,984		2,503		2,286		2,206		2,813
Average Bancorp shareholders’ equity		17,201		17,305		18,344		17,977		16,857
Less:	Average preferred stock	(2,116)		(2,116)		(2,116)		(2,116)		(2,116)
	Average goodwill	(4,919)		(4,919)		(4,919)		(4,915)		(4,925)
	Average intangible assets	(130)		(141)		(152)		(163)		(176)
Average tangible common equity, including AOCI (j)		10,036		10,129		11,157		10,783		9,640
Less:	Average AOCI	6,244		5,835		4,480		4,442		5,386
Average tangible common equity, excluding AOCI (k)		16,280		15,964		15,637		15,225		15,026
Total Bancorp shareholders’ equity		19,172		16,544		17,809		18,364		17,327
Less:	Preferred stock	(2,116)		(2,116)		(2,116)		(2,116)		(2,116)
	Goodwill	(4,919)		(4,919)		(4,919)		(4,915)		(4,915)
	Intangible assets	(125)		(136)		(146)		(157)		(169)
Tangible common equity, including AOCI (l)		12,012		9,373		10,628		11,176		10,127
Less:	AOCI	4,487		6,839		5,166		4,245		5,110
Tangible common equity, excluding AOCI (m)		16,499		16,212		15,794		15,421		15,237
Add:	Preferred stock	2,116		2,116		2,116		2,116		2,116
Tangible equity (n)		18,615		18,328		17,910		17,537		17,353
Total assets		214,574		212,967		207,276		208,657		207,452
Less:	Goodwill	(4,919)		(4,919)		(4,919)		(4,915)		(4,915)
	Intangible assets	(125)		(136)		(146)		(157)		(169)
Tangible assets, including AOCI (o)		209,530		207,912		202,211		203,585		202,368
Less:	AOCI, before tax	5,680		8,657		6,539		5,373		6,468
Tangible assets, excluding AOCI (p)		$215,210		$216,569		$208,750		$208,958		$208,836
Common shares outstanding (q)		681		681		681		681		683
Tangible equity (n) / (p)		8.65	%	8.46	%	8.58	%	8.39	%	8.31	%
Tangible common equity (excluding AOCI) (m) / (p)		7.67	%	7.49	%	7.57	%	7.38	%	7.30	%
Tangible common equity (including AOCI) (l) / (o)		5.73	%	4.51	%	5.26	%	5.49	%	5.00	%
Tangible book value per share (including AOCI) (l) / (q)		$17.64		$13.76		$15.61		$16.41		$14.83
Tangible book value per share (excluding AOCI) (m) / (q)		$24.23		$23.81		$23.19		$22.64		$22.31

20

Fifth Third Bancorp and Subsidiaries
Non-GAAP Reconciliation
$ in millions		For the Three Months Ended
(unaudited)		December		September		December
		2023		2023		2022
Net income (r)		$530		$660		$737
Net income (annualized) (s)		2,103		2,618		2,924
Adjustments (pre-tax items)
	FDIC special assessment	224		—		—
	Valuation of Visa total return swap	22		10		38
	Fifth Third Foundation contribution	15		—		—
	Restructuring severance expense	5		—		—
	Branch impairment charges	—		—		6
Adjustments, after-tax (t)(a)		205		8		34
Adjustments (tax related items)
	Tax benefit associated with resolution of certain acquisition related tax matters	(17)		—		(15)
Adjustments (tax related items) (u)		(17)		—		(15)
Noninterest income (v)		744		715		735
	Valuation of Visa total return swap	22		10		38
	Branch impairment charges	—		—		6
Adjusted noninterest income (w)		766		725		779
Noninterest expense (x)		1,455		1,188		1,218
	FDIC special assessment	(224)		—		—
	Fifth Third Foundation contribution	(15)		—		—
	Restructuring severance expense	(5)		—		—
Adjusted noninterest expense (y)		1,211		1,188		1,218
Adjusted net income (r) + (t) + (u)		718		668		756
Adjusted net income (annualized) (z)		2,849		2,650		2,999
Adjusted tangible net income available to common shareholders (h) + (t) + (u)		688		639		728
Adjusted tangible net income available to common shareholders (annualized) (aa)		2,730		2,535		2,888
Average assets (ab)		$214,057		$208,385		$206,017
Return on average tangible common equity (i) / (j)		19.8	%	24.7	%	29.2	%
Return on average tangible common equity excluding AOCI (i) / (k)		12.2	%	15.7	%	18.7	%
Adjusted return on average tangible common equity, including AOCI (aa) / (j)		27.2	%	25.0	%	30.0	%
Adjusted return on average tangible common equity, excluding AOCI (aa) / (k)		16.8	%	15.9	%	19.2	%
Return on average assets (s) / (ab)		0.98	%	1.26	%	1.42	%
Adjusted return on average assets (z) / (ab)		1.33	%	1.27	%	1.46	%
Efficiency ratio (FTE) (x) / [(a) + (v)]		67.2	%	55.0	%	52.6	%
Adjusted efficiency ratio (y) / [(a) + (w)]		55.3	%	54.7	%	51.6	%
Total revenue (FTE) (a) + (v)		$2,167		$2,160		$2,317
Adjusted total revenue (FTE) (a) + (w)		$2,189		$2,170		$2,361
Pre-provision net revenue (PPNR) (a) + (v) - (x)		$712		$972		$1,099
Adjusted pre-provision net revenue (PPNR) (a) + (w) - (y)		$978		$982		$1,143
Totals may not foot due to rounding; (a) Assumes a 23% tax rate

21

XML

Cover Page	Jan. 22, 2024
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Jan. 22, 2024
Entity Registrant Name	Fifth Third Bancorp
Amendment Flag	false
Entity Central Index Key	0000035527
Entity Incorporation, State or Country Code	OH
Entity File Number	001-33653
Entity Tax Identification Number	31-0854434
Entity Address, Address Line One	Fifth Third Center
Entity Address, Address Line Two	38 Fountain Square Plaza
Entity Address, City or Town	Cincinnati
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	45263
City Area Code	800
Local Phone Number	972-3030
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock
Entity Information [Line Items]
Title of 12(b) Security	Common Stock, Without Par Value
Trading Symbol	FITB
Security Exchange Name	NASDAQ
Depositary Shares Representing a 1/1000th Ownership Interest in a Share of 6.625% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series I
Entity Information [Line Items]
Title of 12(b) Security	Depositary Shares Representing a 1/1000th Ownership Interest in a Share of 6.625% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock
Trading Symbol	FITBI
Security Exchange Name	NASDAQ
Depositary Shares Representing a 1/40th Ownership Interest in a Share of 6.00% Non-Cumulative Perpetual Class B Preferred Stock, Series A
Entity Information [Line Items]
Title of 12(b) Security	Depositary Shares Representing a 1/40th Ownership Interest in a Share of 6.00% Non-Cumulative Perpetual Class B Preferred Stock, Series A
Trading Symbol	FITBP
Security Exchange Name	NASDAQ
Depositary Shares Representing a 1/1000th Ownership Interest in a Share of 4.95% Non-Cumulative Perpetual Preferred Stock, Series K
Entity Information [Line Items]
Title of 12(b) Security	Depositary Shares Representing a 1/1000th Ownership Interest in a Share of 4.95% Non-Cumulative Perpetual Preferred Stock, Series K
Trading Symbol	FITBO
Security Exchange Name	NASDAQ