Item 8.01 Other Events

As previously announced, on April 21, 2021, Fifth Third Bancorp ("Fifth Third") entered into an accelerated share repurchase transaction with Morgan Stanley & Co. LLC ("MSCO") pursuant to which Fifth Third would purchase approximately $347 million of its outstanding common stock (the "Repurchase"). Fifth Third is repurchasing these shares of its common stock as part of its 100 million share repurchase program previously announced in a press release on June 18, 2019 and a current report on Form 8-K filed on June 20, 2019 (the "June 2019 Repurchase Program").

June 9, 2021 was the termination date for this Repurchase. In total, 8,570,102 shares have been repurchased under the Repurchase at an average price of $41.2667 per share (7,894,807 shares were repurchased upon execution of the Repurchase and an additional 675,295 shares were repurchased at settlement on June 11, 2021).

After completion of the Repurchase, Fifth Third will have approximately 62.5 million shares of remaining repurchase authority under the aforementioned June 2019 Repurchase Program.

MSCO and certain of its affiliates have performed, and in the future may perform, various financial advisory and other services for Fifth Third and Fifth Third's affiliates for which they have received, and may in the future receive, customary fees and expenses.

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