Fifth Third to acquire Comerica in all-stock transaction valued at $10.9B

Fifth Third Bancorp (FITB) and Comerica (CMA) announced that they have entered into a definitive merger agreement under which Fifth Third will acquire Comerica in an all-stock transaction valued at $10.9B. Under the terms of the agreement, Comerica’s stockholders will receive 1.8663 Fifth Third shares for each Comerica share, representing $82.88 per share as of Fifth Third’s closing stock price on October 3, 2025, and a 20% premium to Comerica’s 10-day volume-weighted average stock price. At close, Fifth Third shareholders will own approximately 73% and Comerica shareholders will own approximately 27% of the combined company. To ensure business and client continuity, leadership will include representation from both organizations. Farmer will assume the role of Vice Chair and Peter Sefzik, Comerica’s chief banking officer, will lead Fifth Third’s Wealth & Asset Management business. Three members of Comerica’s Board will join Fifth Third’s Board of Directors following the transaction close. Farmer will also join Fifth Third’s Board of Directors upon retirement. The transaction is anticipated to close at the end of the first quarter of 2026. The transaction is subject to shareholder approvals for both Fifth Third and Comerica, customary regulatory approvals and closing conditions.