Item 5.07. Submission of Matters to a Vote of Security Holders.

On April 14, 2020, Fifth Third Bancorp held its Annual Meeting of Shareholders.

The results of shareholder voting on the proposals presented were as follows:

1. Election of all members of the Board of Directors to serve until the Annual Meeting of Shareholders in 2021:



                                             Number of Common Shares
                                                                               Broker
                              For            Against          Abstain         Non-Vote
Nicholas K. Akins          531,096,441        8,091,593         692,932       80,750,082
B. Evan Bayh III           529,824,131        9,439,545         617,290       80,750,082
Jorge L. Benitez           535,466,641        3,821,828         592,497       80,750,082
Katherine B. Blackburn     536,409,321        2,906,513         565,132       80,750,082
Emerson L. Brumback        527,442,213       11,747,082         691,671       80,750,082
Jerry W. Burris            536,639,323        2,576,586         665,057       80,750,082
Greg D. Carmichael         507,010,547       31,573,544       1,296,875       80,750,082
C. Bryan Daniels           536,847,061        2,409,623         622,282       80,750,082
Thomas H. Harvey           536,050,282        3,279,828         550,856       80,750,082
Gary R. Heminger           515,607,603       23,646,168         625,195       80,750,082
Jewell D. Hoover           529,299,376        9,931,249         650,341       80,750,082

Eileen A. Mallesch 532,956,664 6,312,908 611,394 80,750,082 Michael B. McCallister 532,151,899 7,028,473 700,594 80,750,082 Marsha C. Williams 523,749,632 15,574,030 557,304 80,750,082

2. The appointment of the firm of Deloitte & Touche LLP to serve as the independent external audit firm for Fifth Third Bancorp for the year 2020 was approved by a vote of the common shareholders of 593,377,871 for, 26,320,395 against, and 932,782 abstain, with no broker non-votes.

3. Executive compensation was approved by an advisory vote of the common shareholders of 503,602,666 for, 35,080,584 against, and 1,197,716 abstain, with 80,750,082 broker non-votes.

4. Holding a shareholder vote on the compensation of executives every 1 year was approved by an advisory vote of the common shareholders of 525,837,591 for every 1 year, 783,631 for every 2 years, and 12,413,496 for every 3 years, and 846,248 abstain, with 80,750,082 broker non-votes.

(d) In light of the approval at the April 14, 2020 Annual Meeting by its shareholders in an advisory vote of its recommendation to hold an advisory vote for the approval of the compensation of the named executive officers every 1 year, Fifth Third will include a shareholder vote on the compensation of executives in its proxy materials every 1 year until its next vote on the frequency of shareholder votes on the compensation of executives.

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