AMENDED AND RESTATED TRUST AGREEMENTTrust Agreement • March 26th, 1997 • Fifth Third Bancorp • State commercial banks • Delaware
Exhibit 10.8 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of September 8, 1998, by and between FIFTH THIRD BANCORP, an Ohio corporation (the "Company") and WILLIAM STINNETT III (the "Employee"). W I T N...Employment Agreement • February 17th, 1999 • Fifth Third Bancorp • State commercial banks • Ohio
1 Exhibit 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of _____________, 1999, by and between FIFTH THIRD BANK, NORTHWESTERN OHIO, N.A., a national banking association (the "Company") and JOHN F....Employment Agreement • May 18th, 1999 • Fifth Third Bancorp • State commercial banks • Ohio
RELATING TOGuarantee Agreement • March 26th, 1997 • Fifth Third Bancorp • State commercial banks • New York
2 3 be in counterparts), and may be evidenced by an exchange of telegraphic communications or any other rapid transmission device designed to produce a written record of communications transmitted. The standard provisions set forth herein will be...Fifth Third Bancorp • March 26th, 1997 • State commercial banks • New York
2 3 (ii) (x) Issuer or any Significant Subsidiary of Issuer, or the Board of Directors of Issuer, without having received Grantee's prior written consent, shall have authorized, recommended to its stockholders, proposed or publicly announced its...Stock Option Agreement • November 20th, 2000 • Fifth Third Bancorp • State commercial banks • New York
S&C Draft of 3/10/97 AMENDED AND RESTATED TRUST AGREEMENTTrust Agreement • March 13th, 1997 • Fifth Third Bancorp • State commercial banks • Delaware
Exhibit 1.1 Fifth Third Bancorp 3,600,000 Shares Common Stock (no par value) Underwriting AgreementFifth Third Bancorp • April 24th, 1998 • State commercial banks • New York
PRICING AGREEMENT Goldman, Sachs & Co., J.P. Morgan Securities Inc., Smith Barney Inc., Donaldson, Lufkin & Jenrette Securities Corporation, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Salomon Brothers Inc, UBS Securities LLC, As...Pricing Agreement • March 26th, 1997 • Fifth Third Bancorp • State commercial banks
AMENDMENT NO. 2Fifth Third Bancorp • March 27th, 2003 • State commercial banks • Ohio
AMENDMENT NO. 2Fifth Third Bancorp • December 10th, 2002 • State commercial banks • Ohio
FIFTH THIRD BANCORP Underwriting AgreementUnderwriting Agreement • January 25th, 2019 • Fifth Third Bancorp • State commercial banks • New York
DECLARATION OF TRUST OF CAPITAL TRUST IFifth Third Bancorp • March 13th, 1997 • State commercial banks
1 EXHIBIT 10 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of ___________, 1999, by and between FIFTH THIRD BANCORP, an Ohio corporation (the "Company") and JAMES J. GIANCOLA (the "Employee"). W I T N E S...Employment Agreement • August 11th, 1999 • Fifth Third Bancorp • State commercial banks • Ohio
TOFifth Third Bancorp • May 22nd, 2003 • State commercial banks • New York
DEPOSIT AGREEMENT Dated July 30, 2020 FIFTH THIRD BANCORP, AS ISSUER, -and- AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, AS DEPOSITARY, TRANSFER AGENT AND REGISTRAR RELATING TO RECEIPTS, DEPOSITARY SHARES AND RELATED 4.500% FIXED-RATE RESET...Deposit Agreement • July 30th, 2020 • Fifth Third Bancorp • State commercial banks • Delaware
DEPOSIT AGREEMENT, dated as of July 30, 2020, among FIFTH THIRD BANCORP, an Ohio corporation, AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability company, as Depositary, Transfer Agent and Registrar, and all holders from time to time of Receipts (as hereinafter defined) issued hereunder.
RecitalsReplacement Capital Covenant • October 31st, 2007 • Fifth Third Bancorp • State commercial banks
GUARANTEE AGREEMENT by and between FIFTH THIRD BANCORP as Guarantor and WILMINGTON TRUST COMPANY as Guarantee Trustee relating to FIFTH THIRD CAPITAL TRUST IV Dated as of March 30, 2007Guarantee Agreement • May 10th, 2007 • Fifth Third Bancorp • State commercial banks • New York
* This Cross-Reference Table does not constitute part of the Guarantee Agreement and shall not affect the interpretation of any of its terms or provisions.
SECOND AMENDED AND RESTATED DEPOSIT AGREEMENT among FIFTH THIRD BANCORP, and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Depositary, Transfer Agent and Registrar and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated...Deposit Agreement • August 26th, 2019 • Fifth Third Bancorp • State commercial banks • New York
SECOND AMENDED AND RESTATED DEPOSIT AGREEMENT dated as of August 26, 2019, by and among (i) Fifth Third Bancorp, an Ohio corporation (“Fifth Third”), (ii) American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Depositary” or “AST”), and (iii) the Holders from time to time of the Receipts described herein.
1 EXHIBIT 4.1 STOCK OPTION AGREEMENT ------------------------------------------ -------------------------------------- STOCK OPTION AGREEMENT, dated as of January 13, 1998, between CITFED BANCORP., INC., a corporation organized and existing under the...Stock Option Agreement • January 23rd, 1998 • Fifth Third Bancorp • State commercial banks • Delaware
Stock Appreciation Right Award AgreementConfidential Information and Non-Solicitation Agreement • February 24th, 2023 • Fifth Third Bancorp • State commercial banks • Ohio
It is my pleasure to inform you that you are hereby granted an award of Stock Appreciation Rights (“SARs”) subject to the terms and conditions of this Award Agreement, the applicable Long-Term Incentive Award Overview (“Overview”), and the terms of the Fifth Third Bancorp 2021 Incentive Compensation Plan (the “Plan”) (collectively, the Award Agreement, Overview, and Plan shall be referred to herein as the “Award Terms”):
FIFTH THIRD BANCORP Underwriting AgreementUnderwriting Agreement • July 30th, 2020 • Fifth Third Bancorp • State commercial banks • New York
Fifth Third Bancorp, an Ohio corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), 350,000 depositary shares (the “Securities” or the “Depositary Shares”), each representing 1/25th of a share of the Company’s Series L Preferred Stock, no par value per share and liquidation preference of $25,000 per share (each, an “Underlying
ContractAgreement • November 7th, 2014 • Fifth Third Bancorp • State commercial banks • Ohio
THIS AGREEMENT between FIFTH THIRD BANCORP, an Ohio Corporation, and its Subsidiaries (individually and collectively, the “Company”) and Chad Borton (the “Executive”), effective as of August 19, 2014, completely amends, restates and replaces any prior Executive Agreement between the parties.
FIFTH THIRD BANCORP 8.25% Subordinated Notes due 2038 Underwriting AgreementFifth Third Bancorp • February 28th, 2008 • State commercial banks • New York
Pursuant to Section 6(e) of the Underwriting Agreement, the accountants shall furnish letters to the Underwriters to the effect that:
FIFTH THIRD BANCORP COMMON STOCK, NO PAR VALUE EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • May 20th, 2009 • Fifth Third Bancorp • State commercial banks • New York
This Confirmation sets forth the terms of the agreement of [MANAGER] (the “Manager”) with Fifth Third Bancorp (the “Company”) relating to the sale of shares of the Company’s common stock, no par value , having an aggregate gross sales price of up to $[—] pursuant to the Equity Distribution Agreement between the Company, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. Incorporated, dated May 20, 2009 (the “Agreement”). Unless otherwise defined below, capitalized terms defined in the Agreement shall have the same meanings when used herein.
Restricted Stock Unit Grant AgreementConfidential Information and Non-Solicitation Agreement • February 24th, 2023 • Fifth Third Bancorp • State commercial banks • Ohio
This Restricted Stock Unit Grant will vest in three equal annual installments on the first, second, and third anniversaries of the Grant Date (“Anniversary Date(s)”) subject to achievement of Performance Goals. If Performance Goals are not met for the fiscal year ended immediately prior to an Anniversary Date, then the annual installment of the grant that otherwise was scheduled to vest on that Anniversary Date, as well as any other unvested installments, may be forfeited at the discretion of the Committee. Details regarding the Performance Goals and their impact on forfeiture of Restricted Stock Units are contained in the Overview.
FIFTH THIRD CAPITAL TRUST VII 8.875% Trust Preferred Securities (liquidation amount $25 per security) fully and unconditionally guaranteed, on a subordinated basis, by FIFTH THIRD BANCORP Underwriting Agreement April 29, 2008Fifth Third Bancorp • May 5th, 2008 • State commercial banks • New York
Pursuant to Section 6(g) of the Underwriting Agreement, the accountants shall furnish letters to the Underwriters to the effect that:
ContractFifth Third Bancorp • January 29th, 2024 • State commercial banks
THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
FIFTH THIRD BANCORP Underwriting AgreementUnderwriting Agreement • January 29th, 2024 • Fifth Third Bancorp • State commercial banks • New York
Fifth Third Bancorp, an Ohio corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”) $1,000,000,000 principal amount of its 5.631% Fixed Rate/Floating Rate Senior Notes due 2032 having the terms set forth in Schedule 2 hereto (the “Securities”). The Securities will be issued pursuant to an indenture dated as of April 30, 2008, as amended to date, and as such indenture may hereafter be amended and supplemented (the “Indenture”), between the Company and Wilmington Trust Company, as trustee (the “Trustee”).
AGREEMENT AS TO EXPENSES AND LIABILITIESExpenses and Liabilities • May 6th, 2008 • Fifth Third Bancorp • State commercial banks • New York
AGREEMENT AS TO EXPENSES AND LIABILITIES, dated as of May 6, 2008, between Fifth Third Bancorp, an Ohio corporation (the “Sponsor”), and Fifth Third Capital Trust VII, a Delaware statutory trust (the “Issuer Trust”).
Stock Appreciation Right Award AgreementConfidential Information and Non-Solicitation Agreement • February 25th, 2015 • Fifth Third Bancorp • State commercial banks
It is my pleasure to inform you that you are hereby granted an award of Stock Appreciation Rights (“SARs”) subject to the terms and conditions of this Award and the terms of the Fifth Third Bancorp 2014 Incentive Compensation Plan (the “Plan”), approved by shareholders in 2014:
FIFTH THIRD BANCORP Underwriting AgreementUnderwriting Agreement • December 9th, 2013 • Fifth Third Bancorp • State commercial banks • New York
Fifth Third Bancorp, an Ohio corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), 18,000,000 Depositary Shares (the “Securities”), each representing 1/1,000th ownership interest in a share of the Company’s Series I Preferred Stock, no par value per share and liquidation preference of $25,000 per share (each an “Underlying Preferred Share”). The Underlying Preferred Shares, when issued, will be deposited
To: Fifth Third Bancorp Fifth Third Center Cincinnati, Ohio 45263 From: JPMorgan Chase Bank, National Association London EC2Y 5AJ England From: J.P. Morgan Securities LLC, Solely as Agent tel: (212) 622-5270 fax: (212) 622-0105Letter Agreement • January 25th, 2011 • Fifth Third Bancorp • State commercial banks • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the transaction entered into between us on the Trade Date specified below (the “Transaction”). This Confirmation constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below.
MASTER INVESTMENT AGREEMENT among FIFTH THIRD BANK, FIFTH THIRD FINANCIAL CORPORATION, ADVENT-KONG BLOCKER CORP., FTPS HOLDING, LLC and FIFTH THIRD PROCESSING SOLUTIONS, LLC Dated March 27, 2009 As amended June 30, 2009Master Investment Agreement • July 2nd, 2009 • Fifth Third Bancorp • State commercial banks • Ohio
MASTER INVESTMENT AGREEMENT, dated March 27, 2009, as amended June 30, 2009, among (i) Fifth Third Bank, a bank chartered under the laws of the State of Ohio (“Seller”), (ii) Fifth Third Financial Corporation, a corporation organized under the laws of the State of Ohio (“FTFC”), (iii) Advent-Kong Blocker Corp., a corporation organized under the laws of the State of Delaware (“Buyer”), (iv) FTPS Holding, LLC (f/k/a Fifth Third Processing Solutions, LLC), a limited liability company formed under the laws of the State of Delaware (“Holdco”), and (v) Fifth Third Processing Solutions, LLC (f/k/a FTPS Opco, LLC), a limited liability company formed under the laws of the State of Delaware (“Opco”) (the “Agreement”). Holdco and Opco are referred to in this Agreement collectively as the “Companies.” Other capitalized terms used in this Agreement are defined in Section 1.1 below.
EMPLOYMENT AGREEMENTEmployment Agreement • November 29th, 2007 • Fifth Third Bancorp • State commercial banks
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective as of the 6th day of November, 2007 by and between Fifth Third Bancorp (“Fifth Third”), an Ohio corporation, and Jeffrey Scott Ensor (“Executive”), an individual residing in Charlotte, North Carolina. (the Executive and Fifth Third may be referred to hereinafter as the “Parties”).
