Boardroom Alpha
Meeting calendar
FITB · Annual meeting · Tuesday, April 21, 2026

Fifth Third Bancorp

16 nominees · 3 ballot items.

Election of 16 directors; Ratification of Deloitte & Touche LLP as independent external auditor for 2026; Advisory (non-binding) approval of named executive officer compensation.

Market cap
$52.6B
1Y TSR
+35.0%
Board grade
B
Record date
Feb 24, 2026
Filing
DEF 14A
Meeting concluded · Apr 21, 2026

Follow how the vote landed and what changed on Fifth Third Bancorp’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.

Proposals

On the ballot3

  1. 1

    Election of Directors

    ManagementBoard: FOR

    Election of 16 directors to serve until the 2027 Annual Meeting of Shareholders.

  2. 2

    Ratification of Independent External Audit Firm

    ManagementBoard: FOR

    Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent external audit firm for 2026.

    More detail

    The Audit Committee and Board propose ratifying Deloitte & Touche LLP as Fifth Third’s independent external auditor for 2026. The proposal asks shareholders to affirm the Committee’s selection, noting Deloitte’s long tenure with Fifth Third and its bank subsidiary dating back decades. Management emphasizes the Audit Committee’s responsibility for auditor appointment, compensation, oversight, and periodic consideration of auditor rotation to preserve independence. The Board recommends a “FOR” vote, citing belief that Deloitte’s retention serves the Company’s and shareholders’ best interests. The resolution is non-binding in nature in many jurisdictions but gives shareholders a say; if not ratified, the Audit Committee will reevaluate its choice. The recommendation is framed around continuity, audit quality, and committee oversight of independence, and notes that the Audit Committee may change auditors during the year if warranted.

  3. 3

    Advisory Vote on Compensation of Named Executive Officers (Say-on-Pay

    ManagementBoard: FOR

    Advisory (non-binding) approval of the compensation of the Company’s named executive officers as disclosed in the proxy statement.

    More detail

    This management-sponsored proposal requests an advisory, non-binding shareholder vote to approve the compensation of Fifth Third’s Named Executive Officers as disclosed in the proxy materials, including the Compensation Discussion and Analysis and related tables. Management seeks shareholder endorsement of its executive pay program to reaffirm alignment with long-term shareholder interests and to validate the Human Capital and Compensation Committee’s design and decisions. The Board recommends a “FOR” vote, noting the Committee’s view that pay programs are appropriate, risk-balanced, and tied to performance. The proposal does not alter pay arrangements directly but acts as a gauge for shareholder sentiment; the Committee will consider the outcome when designing future compensation. Given the Company’s recent 95% shareholder approval on the 2025 say-on-pay vote, management frames this as a routine governance practice for accountability and engagement.

Director elections

Nominees on the ballot16

Independent
Tenure on this board
12.8 yrs
Also a director at
Dte Energy Co (DTE)Ge Vernova Inc (GEV)
Independent
Tenure on this board
0.5 yrs
Also a director at
Realty Income Corp (O)
Independent
Tenure on this board
15.1 yrs
Also a director at
Rlj Lodging Trust (RLJ)Marathon Petroleum Corp (MPC)
Independent
Tenure on this board
11.1 yrs
Also a director at
World Kinect Corp (WKC)
Independent
Tenure on this board
19.6 yrs
Also a director at
Ppg Industries Inc (PPG)
Independent
Tenure on this board
0.5 yrs
Also a director at
Aecom (ACM)Standardaero Inc (SARO)
Independent
Tenure on this board
9.8 yrs
Also a director at
Brighthouse Financial Inc (BHF)Arch Capital Group Ltd (ACGL)
Independent
Tenure on this board
0.5 yrs
Also a director at
Horton D R Inc (DHI)
Ownership

Top institutional holders10

Latest 13F quarter
1VANGUARD CAPITAL MANAGEMENT LLC6.4%58,430,540$2.7B
2VANGUARD PORTFOLIO MANAGEMENT LLC5.2%47,033,560$2.2B
3PRICE T ROWE ASSOCIATES INC /MD/4.9%44,850,920$2.1B
4STATE STREET CORP4.5%40,583,308$1.9B
5Capital World Investors4.3%39,074,539$1.8B
6BlackRock, Inc.3.9%35,024,572$1.6B
7CHARLES SCHWAB INVESTMENT MANAGEMENT INC2.9%26,478,466$1.2B
8GEODE CAPITAL MANAGEMENT, LLC2.4%22,035,302$1.0B
9BlackRock, Inc.2.0%18,455,237$857M
10WELLINGTON MANAGEMENT GROUP LLP2.0%18,319,462$851M
Filings

Recent key filings

Periodic reports
Definitive proxies
Reference

Frequently asked questions

When is the Fifth Third Bancorp 2026 annual meeting?
Fifth Third Bancorp (FITB) holds its 2026 annual shareholder meeting on Tuesday, April 21, 2026.
What is the record date for the Fifth Third Bancorp 2026 meeting?
The record date for the Fifth Third Bancorp 2026 meeting is Tuesday, February 24, 2026. Shareholders of record on or before that date are eligible to vote.
Who are the director nominees for Fifth Third Bancorp's 2026 meeting?
The board is presenting 16 director nominees at the Fifth Third Bancorp 2026 meeting, listed with their independence status and background.
What proposals will shareholders vote on at the Fifth Third Bancorp 2026 meeting?
Shareholders will vote on 3 proposals at the Fifth Third Bancorp 2026 meeting, each tagged with who proposed it and the board's recommendation.
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