-----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, U3+P6UIY4uVODrk2/NtT+fTyibo2P8OVZphLEp511yNzFN95A+J2ujENDAye7kzr sOtJeEyuI4AT9MYTVsqJiQ== 0000950152-96-000465.txt : 19960216 0000950152-96-000465.hdr.sgml : 19960216 ACCESSION NUMBER: 0000950152-96-000465 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960214 SROS: NASD SUBJECT COMPANY: 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 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-18024 FILM NUMBER: 96518173 BUSINESS ADDRESS: STREET 1: 38 FOUNTAIN SQ PLZ STREET 2: FIFTH THIRD CENTER CITY: CINCINNATI STATE: OH ZIP: 45263 BUSINESS PHONE: 5135795300 FILED BY: 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 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 38 FOUNTAIN SQ PLZ STREET 2: FIFTH THIRD CENTER CITY: CINCINNATI STATE: OH ZIP: 45263 BUSINESS PHONE: 5135795300 SC 13G/A 1 FIFTH THIRD BANCORP/FIFTH THIRD BANCORP 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL -------------------------- OMB Number: 3235-0145 Expires: October 31, 1994 Estimated average burden hours per person.... 14.90 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 17 )* ------------ Fifth Third Bancorp - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, without Par Value - -------------------------------------------------------------------------------- (Title of Class of Securities) 316773100 -------------------- (CUSIP Number) Check the following box if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). SEC 1745 (10/88) Page 1 of 5 pages 2
- ----------------------------------------- ----------------------------------------- | CUSIP NO. 316773100 | 13G | Page 2 of 5 Pages | | ------------- | | ------- ------- | - ----------------------------------------- ----------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- 1 | NAME OF REPORTING PERSON | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | | Fifth Third Bancorp | 31-0854434 - ------|---------------------------------------------------------------------------------------------------------------------------- 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | (a) / x / | | | (b) / / | - ------|---------------------------------------------------------------------------------------------------------------------------- 3 | SEC USE ONLY | | - ------|---------------------------------------------------------------------------------------------------------------------------- 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | | United States of America (Ohio corporation) - ----------------------------------------------------------------------------------------------------------------------------------- | 5 | SOLE VOTING POWER NUMBER OF | | As to all matters, including election of directors 2,037,747 SHARES | | As to all matters, other than election of directors 812,474 BENEFICIALLY |--------|-------------------------------------------------------------------------------------------- OWNED BY | 6 | SHARED VOTING POWER EACH | | As to all matters, including election of directors 1,312 REPORTING |--------|-------------------------------------------------------------------------------------------- PERSON | 7 | SOLE DISPOSITIVE POWER WITH | | | | 3,205,324 |--------|-------------------------------------------------------------------------------------------- | 8 | SHARED DISPOSITIVE POWER | | | | 988,704 - ----------------------------------------------------------------------------------------------------------------------------------- 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | 4,739,845 - ------|---------------------------------------------------------------------------------------------------------------------------- 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | 3,815,357 shares, with respect to which the reporting person has neither | voting nor dispositive rights, are excluded | - ------|---------------------------------------------------------------------------------------------------------------------------- 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | | 4.7% - ------|---------------------------------------------------------------------------------------------------------------------------- 12 | TYPE OF REPORTING PERSON* | Holding company as defined in Section 240.13d-1(b)(ii)(G) of the Exchange Act Rules - -----------------------------------------------------------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT! Page 2 of 5 pages 3 FIFTH THIRD BANCORP Page 3 of 5 316773100 Item 1 (a) Name of Issuer: Fifth Third Bancorp (b) Address of Issuer's Principal Executive Office: 38 Fountain Square Plaza Cincinnati, Ohio 45263 Item 2 (a)-(c) Names, Addresses & Citizenship of Persons Filing: Fifth Third Bancorp 38 Fountain Square Plaza Cincinnati, Ohio 45263 (d) Title of Class of Securities: Common Stock, without par value Item 2 (e) CUSIP Number: 316773100 Item 3 Fifth Third Bancorp is filing as a parent holding company in accordance with Section 240.13d-1(b)(ii)(G) of the Exchange Act Rules. (As such, shares of all its subsidiaries, including the Fifth Third Bank, are included). Item 4 Ownership This report relates to an aggregate of 4,739,845 shares of the Class A Common Stock of Fifth Third Bancorp, without par value. These shares are held in a total of 891 separate fiduciary accounts maintained by the Trust Departments of the Fifth Third Bancorp subsidiaries. No one fiduciary account contains more than 5% of the outstanding shares of Fifth Third Bancorp. Note: Effective for shareholders of record on December 29, 1995, Fifth Third Bancorp stock split 3 for 2. Values reported in this filing are adjusted to incorporate the split. *SEE INSTRUCTION BEFORE FILLING OUT! Page 3 of 5 pages 4 FIFTH THIRD BANCORP Page 4 of 5 316773100 The following tabulation sets forth the shares with respect to which voting rights are held or shared and those shares as to which there is the power of disposal. It should be noted that the Ohio statutory and case law preclude voting of Bank subsidiary-held shares for Fifth Third Bancorp directors in certain instances and accordingly, creates the difference in voting rights as to the election of directors and other matters as shown by the following tabulation: (a) Amount Beneficially Owned: Fifth Third Bancorp subsidiaries have neither voting power nor dispositive power with respect to 3,815,357 shares of Fifth Third Bancorp stock. The remaining 4,739,845 shares of the outstanding stock held by Fifth Third Bancorp subsidiaries may be deemed beneficially held. (b) Percentage of Class: Fifth Third Bancorp - 4.7% (c) Number of Shares as to which Fifth Third Bancorp, through its subsidiaries, has:
For all matters, For all matters including elec- other than elec- tion of Directors tion of Directors ----------------- ----------------- (i) Sole power to vote or to direct the vote 2,037,747 812,474 (ii) Shared Power to vote or to direct the vote 1,312 -0- (iii) Sole Power to dispose or to direct the disposition of 3,205,324 -0- (iv) Shared power to dispose or to direct the disposition of 988,704 -0-
Page 4 of 5 pages 5 FIFTH THIRD BANCORP Page 5 of 5 316773100 Item 5 Ownership of Five Percent or less of a Class. Fifth Third Bancorp holds beneficial rights with respect to less than 5% of the issuing stock. Item 6 Ownership of More than Five Percent on Behalf of Another Person. Not Applicable Item 7 Identification and Classification of the Subsidiary which acquired the Security being Reported on by the Parent Holding company. This report is being filed by Fifth Third Bancorp, the parent holding company of ten (10) entities holding beneficial ownership of the class of shares being described herein. Item 8-9 Not Applicable Item 10 Certification By signing below the undersigned certified that, to the best of its knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 9, 1996 ---------------- Date FIFTH THIRD BANCORP By: MICHAEL K. KEATING ----------------------- Name: Michael K. Keating Title: Secretary Page 5 of 5 pages -----END PRIVACY-ENHANCED MESSAGE-----