FIFTH THIRD BANCORP

Current report

Acquisition of Comerica Incorporated

Current report

On February 1, 2026, Fifth Third Bancorp closed the merger with Comerica Incorporated (“Comerica”) in an all-stock transaction valued at approximately $12.7 billion. Under the terms of the merger agreement, each outstanding share of Comerica’s common stock was converted into the right to receive 1.8663 shares of Fifth Third Bancorp common stock and each outstanding share of Comerica’s preferred stock was converted into the right to receive one share of a newly created series of preferred stock with comparable terms issued by the Bancorp.

Current report

On February 1, 2026, the Bancorp issued 16,000,000 depository shares representing 400,000 shares of 6.875% fixed‑rate reset non‑cumulative perpetual preferred stock, Series M, to holders of Comerica’s outstanding Series B preferred stock as of January 30, 2026. Each Series M share carries a $1,000 liquidation preference and pays non‑cumulative quarterly dividends at a 6.875% rate, accruing from January 1, 2026, with the first payment due April 1, 2026. Subject to regulatory approval, the Bancorp may redeem the Series M shares, in whole or in part, on any dividend payment date on or after October 1, 2030, or in whole within 90 days following a regulatory capital event. The Series M preferred stock is perpetual and is not convertible into common stock or any other securities.

Current report

Proposed Updates to Regulatory Requirements for Capital

Current report

On March 19, 2026, the U.S. banking agencies issued notices of proposed rulemaking to revise the U.S. regulatory capital framework to finalize the post-crisis Basel III reforms. Comments are due by June 18, 2026 with final implementation expected to include a multi-year transition. Under the Federal Reserve’s enhanced prudential standards tailoring framework, the Bancorp is currently a Category IV banking organization and expects, as a result of the Comerica acquisition, to become subject to standards applicable to Category III banking organizations by the end of 2026. The Bank, as the Bancorp’s insured depository institution subsidiary, would also be subject to certain requirements applicable to Category III or Category IV banking organizations. As either Category III or Category IV institutions, the Bancorp and the Bank would not be required to adopt the new expanded risk‑based approach under the proposed rules, although the proposed rules would permit an election to adopt the expanded risk‑based approach. However, if implemented as proposed, the rules would impact how the Bancorp and the Bank calculate capital requirements. Effective dates for the proposed rules were not proposed. The Bancorp is in the process of evaluating this proposed rulemaking and assessing its potential impact.

Current report

Net interest income on an FTE basis (non-GAAP) was $1.9 billion for the three months ended March 31, 2026, increasing $497 million compared to the same period in the prior year. Net interest income for the three months ended March 31, 2026 reflected the impact of the Comerica acquisition, including $73.0 billion of interest-earning assets acquired as well as $48.2 billion of interest-bearing liabilities and $24.9 billion of noninterest-bearing liabilities assumed on February 1, 2026. Net interest income for the three months ended March 31, 2026 was positively impacted by higher average balances of interest-earning assets primarily driven by the previously mentioned Comerica acquisition and lower funding costs due to the benefit of lower short-term market rates. Additionally, the increase for the three months ended March 31, 2026 was also driven by a decrease in the average balances of FHLB advances. These positive impacts were partially offset by increases in interest expense primarily due to higher average balances of interest-bearing core deposits and long-term debt primarily driven by the previously mentioned Comerica acquisition and lower yields on average loans and leases and average other short-term investments driven by lower short-term market rates. Additionally, net interest income for the three months ended March 31, 2026 included $38 million of amortization and accretion of purchase accounting premiums and discounts related to the Comerica acquisition. Net interest margin on an FTE basis (non-GAAP) was 3.30% for the three months ended March 31, 2026 compared to 3.03% for the comparable period in the prior year.

Current report

The provision for credit losses was $227 million and $174 million for the three months ended March 31, 2026 and 2025, respectively. Provision expense for the three months ended March 31, 2026 was affected by factors which caused an increase in the ACL from March 31, 2025, including an increase in provision for the reserve for unfunded commitments recorded as part of the initial recognition of the reserve for unfunded commitments assumed in the Comerica acquisition and an overall deterioration in the economic forecasts used to calculate the ACL, inclusive of a qualitative adjustment to reflect economic uncertainty associated with the ongoing U.S.-Iran conflict. These factors were partially offset by favorable impacts from improvements in the risk profile of the loan and lease portfolio.

Current report

Noninterest income increased $201 million for the three months ended March 31, 2026 compared to the same period in the prior year primarily driven by increases in commercial payments revenue, wealth and asset management revenue, capital markets fees and commercial banking revenue. These increases included two months of activity attributable to the Comerica acquisition.

Current report

Noninterest expense increased $1.1 billion for the three months ended March 31, 2026 compared to the same period in the prior year primarily due to increases in compensation and benefits expense, technology and communications expense, card and processing expense, net occupancy expense, marketing expense and other noninterest expense. These increases included direct-merger related expenses as well as two months of activity attributable to the Comerica acquisition.

Current report

Net interest income on an FTE basis (non-GAAP) was $1.9 billion for the three months ended March 31, 2026, increasing $497 million compared to the same period in the prior year. Net interest income for the three months ended March 31, 2026 reflected the impact of the Comerica acquisition, including $73.0 billion of interest-earning assets acquired as well as $48.2 billion of interest-bearing liabilities and $24.9 billion of noninterest-bearing liabilities assumed on February 1, 2026. Net interest income for the three months ended March 31, 2026 was positively impacted by higher average balances of interest-earning assets primarily driven by the previously mentioned Comerica acquisition and lower funding costs due to the benefit of lower short-term market rates. Additionally, the increase for the three months ended March 31, 2026 was also driven by a decrease in the average balances of FHLB advances. These positive impacts were partially offset by increases in interest expense primarily due to higher average balances of interest-bearing core deposits and long-term debt primarily driven by the previously mentioned Comerica acquisition and lower yields on average loans and leases and average other short-term investments driven by lower short-term market rates. The increase in average long-term debt for the three months ended March 31, 2026 also reflected the Bancorp’s January 2026 issuance of $2.0 billion of fixed-rate/floating-rate senior notes. Additionally, net interest income for the three months ended March 31, 2026 included $38 million of amortization and accretion of purchase accounting premiums and discounts related to the Comerica acquisition.

Current report

Net interest margin on an FTE basis (non-GAAP) was 3.30% for the three months ended March 31, 2026 compared to 3.03% for the comparable period in the prior year. Net interest margin for the three months ended March 31, 2026 was positively impacted by the Comerica acquisition, primarily driven by the aforementioned amortization and accretion of purchase accounting premiums and discounts, as well as the benefit of investment securities repositioning and deposit mix shift.

Current report

Interest income on an FTE basis (non-GAAP) from loans and leases increased $477 million during the three months ended March 31, 2026 compared to the same period in the prior year primarily driven by an increase in the average balances of loans and leases, partially offset by a decrease in yields on average commercial loans and leases associated with lower short-term market rates. Interest income on an FTE basis (non-GAAP) from securities and other short-term investments increased $63 million during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily due to increases in the average balances of other short-term investments and taxable securities coupled with an increase in the yields on average taxable securities, partially offset by lower yields on average other short-term investments due to lower short-term market rates.

Current report

Average Balance Sheet

Current report

On an average basis, interest-earning assets increased $45.2 billion, or 23%, for the three months ended March 31, 2026 compared to the same period in the prior year primarily driven by the impact of the Comerica acquisition on February 1, 2026 which included the acquisition of $46.5 billion of commercial loans and leases, $4.1 billion of consumer loans, $11.2 billion of other short-term investments and $11.2 billion of securities.

Current report

On an average basis, interest-bearing liabilities increased $28.0 billion, or 19%, for the three months ended March 31, 2026 compared to the same period in the prior year primarily driven by the impact of the Comerica acquisition which included the assumption of $40.6 billion of interest-bearing core deposits and $5.5 billion of long-term debt. Average core deposits represented 78% and 77% of average total assets for the three months ended March 31, 2026 and 2025, respectively.

Current report

The provision for credit losses was $227 million and $174 million for the three months ended March 31, 2026 and 2025, respectively. Provision expense for the three months ended March 31, 2026 was affected by factors which caused an increase in the ACL from December 31, 2025, including an increase in provision for the reserve for unfunded commitments recorded as part of the initial recognition of the reserve for unfunded commitments assumed in the Comerica acquisition and an overall deterioration in the economic forecasts used to calculate the ACL, inclusive of a qualitative adjustment to reflect economic uncertainty associated with the ongoing U.S.-Iran conflict. These factors were partially offset by favorable impacts from improvements in the risk profile of the loan and lease portfolio.

Current report

The ALLL increased $669 million from December 31, 2025 to $2.9 billion at March 31, 2026. This increase reflects the impact of the Comerica acquisition, including the initial recognition of allowances on PCD loans and leases of $180 million and on PSLs of $481 million as of the acquisition date. At March 31, 2026, the ALLL as a percent of portfolio loans and leases decreased to 1.66%, compared to 1.84% at December 31, 2025.

Current report

The reserve for unfunded commitments increased $75 million from December 31, 2025 to $232 million at March 31, 2026. This increase reflects the impact of the Comerica acquisition, which included approximately $75 million in reserves for unfunded commitments recognized on the acquisition date. At March 31, 2026, the ACL as a percent of portfolio loans and leases decreased to 1.79%, compared to 1.96% at December 31, 2025.

Current report

Noninterest income increased $201 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025, which included two months of activity attributable to the Comerica acquisition.

Current report

Commercial payments revenue increased $65 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily driven by higher treasury management fees and merchant payment processing revenue from increased volume, as well as the impact of revenue from the Direct Express government prepaid card program.

Current report

Commercial banking revenue increased $25 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily driven by an increase in business lending fees.

Current report

Mortgage banking net revenue decreased $13 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025.

Current report

At March 31, 2026 and 2025, the Bancorp serviced $86.7 billion and $92.8 billion, respectively, of residential mortgage loans for other investors.

Current report

Other noninterest income increased $13 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily due to a gain on the swap associated with the sale of Visa, Inc. Class B Shares and an increase in BOLI income, partially offset by impairment charges recognized on bank premises and equipment associated with the acquisition of Comerica. Refer to Note 21 of the Notes to Condensed Consolidated Financial Statements for additional information on the valuation of the swap associated with the sale of Visa, Inc. Class B Shares and impairment charges recognized on bank premises and equipment.

Current report

Net securities losses were $12 million for the three months ended March 31, 2026 compared to $9 million for the three months ended March 31, 2025. For more information, refer to Note 5 of the Notes to Condensed Consolidated Financial Statements.

Current report

Noninterest expense increased $1.1 billion for the three months ended March 31, 2026 compared to the same period in the prior year.

Current report

The Bancorp incurred direct merger-related expenses associated with the Comerica acquisition. These expenses primarily related to employee change in control and termination expenses, system conversions and other costs of integrating and conforming the acquired operations with those of the Bancorp. The following table provides a summary of the direct merger-related expenses recorded in noninterest expense:

Current report

In addition to the direct merger-related expenses summarized in Table 10, noninterest expense for the three months ended March 31, 2026 included two months of activity attributable to the Comerica acquisition.

Current report

Card and processing expense increased $58 million for the three months ended March 31, 2026 compared to the same period in the prior year primarily driven by $30 million of merger-related expenses as well as expenses associated with the Direct Express government prepaid card program.

Current report

Other noninterest expense increased $192 million for the three months ended March 31, 2026 compared to the same period in the prior year primarily driven by $128 million in merger-related expenses. These expenses primarily included professional service fees, including mergers and acquisitions advisory expense, insurance expense and expense related to retirement termination benefits associated with former employees of Comerica. Additionally, the increase for the three months ended March 31, 2026 included an increase in intangible amortization expense attributable to the Comerica acquisition.

Current report

The effective tax rate decreased to 20.1% for the three months ended March 31, 2026 compared to 21.2% for the same period in the prior year primarily related to an increase in excess benefits related to share-based compensation, partially offset by an increase in state tax expense which included a discrete state tax adjustment related to the Comerica acquisition.

Current report

Total loans and leases, including loans and leases held for sale, increased $54.2 billion, or 44%, from December 31, 2025 primarily driven by the Comerica acquisition as the Bancorp acquired commercial and consumer loans and leases of $50.5 billion at acquisition. Table 14 summarizes the detail of loans and leases acquired as a result of the Comerica acquisition on February 1, 2026.

Current report

The increase in total investment securities reflects the impact of the Comerica acquisition, including $7.2 billion of available-for-sale debt and other securities, $3.7 billion of held-to-maturity securities, $170 million of trading debt securities and $141 million of equity securities acquired on February 1, 2026.

Current report

Total deposits increased $61.8 billion, or 36%, from December 31, 2025 due to the Comerica acquisition as the Bancorp assumed commercial and consumer deposit balances of $65.2 billion at acquisition. Table 20 summarizes the detail of deposits assumed as a result of the Comerica acquisition on February 1, 2026.

Current report

Total borrowings increased $5.5 billion, or 38%, from December 31, 2025 primarily due to an increase in long-term debt of $5.2 billion attributable to the long-term debt assumed in the Comerica acquisition totaling $5.5 billion. For further information refer to Note 14 of the Notes to Condensed Consolidated Financial Statements. Additionally, the increase for the three months ended March 31, 2026 included the issuance of senior fixed-rate/floating-rate notes in January 2026 totaling $2.0 billion, partially offset by $2.3 billion of redemptions and maturities.

Current report

Results of the Bancorp’s segments for the three months ended March 31, 2026 included two months of activity attributable to the Comerica acquisition.

Current report

The average balance sheet data for the Commercial Banking segment was impacted by the Comerica acquisition as the segment was allocated $43.4 billion of loans and leases, $15.7 billion of noninterest-bearing deposits and $21.3 billion of interest-bearing deposits on February 1, 2026. Average loans and leases increased $27.7 billion for the three months ended March 31, 2026 compared to the same period in the prior year primarily due to increases in average commercial and industrial loans and average commercial mortgage loans. Average interest-bearing deposits increased $14.3 billion for the three months ended March 31, 2026 compared to the same period in the prior year primarily driven by increases in average money market deposits and average interest checking deposits.

Current report

Net interest income increased $98 million for the three months ended March 31, 2026 compared to the same period in the prior year primarily driven by an increase in FTP credits on deposits, an increase in the average balances of loans and leases and a decrease in the rates paid on average interest-bearing deposits. These positive impacts were partially offset by an increase in FTP charges on loans and leases and an increase in the average balances of deposits.

Current report

Noninterest income increased $17 million for the three months ended March 31, 2026 compared to the same period in the prior year primarily driven by increases in consumer banking revenue, commercial payments revenue and wealth and asset management revenue, partially offset by a decrease in mortgage banking net revenue. Noninterest expense increased $160 million for the three months ended March 31, 2026 compared to the same period in the prior year primarily driven by increases in compensation and benefits expense, other noninterest expense, net occupancy expense and marketing expense.

Current report

The average balance sheet data for the Consumer and Small Business Banking segment was impacted by the Comerica acquisition as the segment was allocated $2.5 billion of loans and leases, $5.5 billion of noninterest-bearing deposits and $18.2 billion of interest-bearing deposits on February 1, 2026. Average loans and leases increased $5.2 billion for the three months ended March 31, 2026 compared to the same period in the prior year primarily due to increases in average home equity, average indirect secured consumer loans and average commercial and industrial loans. Average interest-bearing deposits increased $14.7 billion for the three months ended March 31, 2026 compared to the same period in the prior year primarily driven by increases in average money market deposits, average interest checking deposits and average CDs.

Previous report

Pending Acquisition

Previous report

On October 5, 2025, Fifth Third Bancorp and Comerica Incorporated entered into a definitive merger agreement under which, on the terms and conditions set forth therein, Comerica Incorporated will merge with a subsidiary of Fifth Third Bancorp in an all-stock transaction. Under the terms of the agreement, common shareholders of Comerica will receive 1.8663 shares of Fifth Third Bancorp common stock for each share of Comerica common stock, resulting in a transaction value of $10.9 billion based on the closing price of Fifth Third’s common stock on October 3, 2025. The exchange ratio of Fifth Third Bancorp common stock for Comerica common stock is fixed. The merger is expected to close at the end of the first quarter of 2026.

Previous report

On September 30, 2025, the Bancorp redeemed all 14,000 outstanding shares of its 4.500% fixed-rate reset non-cumulative perpetual preferred stock, Series L, and the corresponding depositary shares, pursuant to its terms and conditions. Prior to the redemption, the dividend rate on the Series L preferred stock was set to reach its first dividend reset date at which time the dividend would have reset to the five-year U.S. Treasury rate plus 4.215%.

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Share Repurchase Activity

Previous report

During the nine months ended September 30, 2025, the Bancorp entered into and settled accelerated share repurchase transactions in the amount of $525 million.

Previous report

Refer to Note 12 of the Notes to Condensed Consolidated Financial Statements for additional information on share repurchase activity.

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Recent Legislative Developments

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On July 4, 2025, legislation formally titled “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (“the Act”) and commonly referred to as the “One Big Beautiful Bill Act” was enacted, introducing significant changes to the U.S. tax code that impact both individuals and businesses. Key provisions of the Act include the reinstatement of favorable tax treatment for certain business provisions, the phase out of and restrictions on clean energy tax incentives as well as the permanent extension of certain provisions of the 2017 Tax Cuts and Jobs Act. The effects of the legislation were reflected in the Bancorp’s Condensed Consolidated Financial Statements for the period ending September 30, 2025, in accordance with ASC 740 and did not have a material impact. The Bancorp will continue to monitor any further guidance or clarifications related to the Act that may affect future reporting periods.

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The following are some of the key indicators used by management to assess the Bancorp’s business performance, including those which are considered in the Bancorp’s compensation programs:

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•CET1 risk-based Capital Ratio: CET1 risk-based capital divided by risk-weighted assets as defined by the Basel III standardized approach to risk-weighting of assets

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•Return on Average Tangible Common Equity (non-GAAP): Tangible net income available to common shareholders divided by average tangible common equity

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•Return on Average Common Equity, Excluding AOCI (non-GAAP): Net income available to common shareholders divided by total equity, excluding AOCI and preferred stock

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•Net Interest Margin (non-GAAP): Net interest income on an FTE basis divided by average interest-earning assets

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•Efficiency Ratio (non-GAAP): Noninterest expense divided by the sum of net interest income on an FTE basis and noninterest income

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•Earnings Per Share, Diluted: Net income allocated to common shareholders divided by average common shares outstanding after the effect of dilutive stock-based awards

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•Nonperforming Portfolio Assets Ratio: Nonperforming portfolio assets divided by portfolio loans and leases and OREO

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•Net Charge-off Ratio: Net losses charged-off divided by average portfolio loans and leases

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•Return on Average Assets: Net income divided by average assets

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•Loan-to-Deposit Ratio: Total loans divided by total deposits

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•Household Growth: Change in the number of consumer households with retail relationship-based checking accounts

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The list of indicators above is intended to summarize some of the most important metrics utilized by management in evaluating the Bancorp’s performance and does not represent an all-inclusive list of all performance measures that may be considered relevant or important to management or investors.

Previous report

Net income available to common shareholders for the third quarter of 2025 was $608 million, or $0.91 per diluted share, compared to $532 million, or $0.78 per diluted share, for the third quarter of 2024. Preferred stock dividends were $41 million for both the third quarters of 2025 and 2024. Net income available to common shareholders for the nine months ended September 30, 2025 was $1.7 billion, or $2.49 per diluted share, compared to $1.6 billion, or $2.28 per diluted share, for the nine months ended September 30, 2024. Preferred stock dividends were $114 million and $121 million for the nine months ended September 30, 2025 and 2024, respectively. As previously mentioned, on September 30, 2025, the Bancorp redeemed all outstanding shares of its preferred stock, Series L, resulting in a $4 million reduction to net income available to common shareholders, which was recognized as incremental dividends on preferred stock in the Bancorp’s Condensed Consolidated Statements of Income.

Previous report

Net interest income on an FTE basis (non-GAAP) was $1.5 billion and $4.5 billion for the three and nine months ended September 30, 2025, respectively, increasing $98 million and $258 million compared to the same periods in the prior year. Net interest income for the three and nine months ended September 30, 2025 was positively impacted by lower rates paid on and average balances of interest-bearing liabilities, higher average balances of loans and leases and increases in yields on average consumer loans and leases. These positive impacts were partially offset by decreases in the average balances of and yields on other short-term investments as well as lower yields on average commercial loans and leases. Net interest margin on an FTE basis (non-GAAP) was 3.13% and 3.10% for the three and nine months ended September 30, 2025, respectively, compared to 2.90% and 2.88% for the same periods in the prior year.

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The provision for credit losses was $197 million and $544 million for the three and nine months ended September 30, 2025, respectively, compared to $160 million and $351 million during the same periods in the prior year. Provision expense for the three and nine months ended September 30, 2025 increased primarily driven by the impairment of an asset-backed finance commercial loan which included a charge-off of

Previous report

$178 million and a specific allowance of $20 million. The increase in provision expense for the three months ended September 30, 2025 was partially offset by factors that reduced the ACL from June 30, 2025, including improvement in the economic forecast used to calculate the ACL and impacts of changes in loan portfolio mix. The increase in provision expense for the nine months ended September 30, 2025 was partially offset by factors that reduced the ACL from December 31, 2024, including impacts of changes in loan portfolio mix, as the improvement in the economic forecast used in the third quarter was more than offset by deterioration in the forecast used in the first and second quarters of 2025. Net losses charged-off as a percent of average portfolio loans and leases were 1.09% and 0.48% for the three months ended September 30, 2025 and 2024, respectively, and 0.67% and 0.45% for the nine months ended September 30, 2025 and 2024, respectively. At September 30, 2025, nonperforming portfolio assets as a percent of portfolio loans and leases and OREO decreased to 0.65% compared to 0.71% at December 31, 2024. For further discussion on credit quality, refer to the Credit Risk Management subsection of the Risk Management section of MD&A as well as Note 6 of the Notes to Condensed Consolidated Financial Statements.

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Noninterest income increased $70 million and $107 million for the three and nine months ended September 30, 2025, respectively, compared to the same periods in the prior year. The increase for the three months ended September 30, 2025 was primarily due to increases in wealth and asset management revenue, mortgage banking net revenue, capital markets fees and other noninterest income, partially offset by a decrease in commercial banking revenue. The increase for the nine months ended September 30, 2025 was primarily due to increases in wealth and asset management revenue, mortgage banking net revenue, consumer banking revenue, commercial payments revenue and other noninterest income, partially offset by decreases in commercial banking revenue, capital markets fees and net securities gains.

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Noninterest expense increased $23 million and $28 million for the three and nine months ended September 30, 2025, respectively, compared to the same periods in the prior year primarily due to increases in technology and communications expense, marketing expense and net occupancy expense, partially offset by decreases in other noninterest expense. The increase for the nine months ended September 30, 2025 also included an increase in compensation and benefits expense.

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Capital Summary

Previous report

The Bancorp calculated its regulatory capital ratios under the Basel III standardized approach to risk-weighting of assets as of September 30, 2025. As of September 30, 2025, the Bancorp’s capital ratios, as defined by the U.S. banking agencies, were:

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•CET1 risk-based capital ratio: 10.57%;

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•Tier 1 risk-based capital ratio: 11.63%;

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•Total risk-based capital ratio: 13.54%;

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•Leverage ratio: 9.24%.

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Net interest income on an FTE basis (non-GAAP) was $1.5 billion and $4.5 billion for the three and nine months ended September 30, 2025, respectively, increasing $98 million and $258 million compared to the same periods in the prior year. Net interest income for the three and nine months ended September 30, 2025 was positively impacted by lower short-term market rates and decreases in the average balances of interest-bearing liabilities, higher average balances of loans and leases and increases in yields on average consumer loans and leases. These positive impacts were partially offset by decreases in the average balances of and lower yields on other short-term investments as well as lower yields on average commercial loans and leases driven by lower short-term market rates.

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Net interest margin on an FTE basis (non-GAAP) was 3.13% and 3.10% for the three and nine months ended September 30, 2025, respectively, compared to 2.90% and 2.88% for the same periods in the prior year. Net interest margin for the three and nine months ended September 30, 2025 was positively impacted by the previously mentioned increases in net interest rate spread and decreases in average interest-earning assets, which included decreases in average other short-term investments partially offset by increases in average loans and leases.

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Interest income on an FTE basis (non-GAAP) from loans and leases decreased $2 million and $39 million during the three and nine months ended September 30, 2025, respectively, compared to the same periods in the prior year primarily driven by decreases in yields on average commercial loans and leases associated with lower market rates, partially offset by increases in the average balances of loans and leases and higher yields on average consumer loans due to fixed-rate asset repricing. For more information on the Bancorp’s loan and lease portfolio, refer to the Loans and Leases subsection of the Balance Sheet Analysis section of MD&A. Interest income on an FTE basis (non-GAAP) from other short-term investments decreased $132 million and $406 million during the three and nine months ended September 30, 2025, respectively, compared to the three and nine months ended September 30, 2024 primarily due to decreases in the average balances of other short-term investments coupled with lower yields on those balances associated with lower market rates.

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(d)Effective January 1, 2025, foreign office deposits are included in interest checking. Prior periods have been adjusted to conform to current period presentation.

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(b)The FTE adjustments included in the above table were $15 and $18 for the nine months ended September 30, 2025 and 2024, respectively.

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(d)Effective January 1, 2025, foreign office deposits are included in interest checking. Prior periods have been adjusted to conform to current period presentation.

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The provision for credit losses was $197 million and $544 million for the three and nine months ended September 30, 2025, respectively, compared to $160 million and $351 million during the same periods in the prior year. Provision expense for the three and nine months ended September 30, 2025 increased primarily driven by the impairment of an asset-backed finance commercial loan which included a charge-off of $178 million and a specific allowance of $20 million. The increase in provision expense for the three months ended September 30, 2025 was partially offset by factors that reduced the ACL from June 30, 2025, including improvement in the economic forecast used to calculate the ACL and impacts of changes in loan portfolio mix. The increase in provision expense for the nine months ended September 30, 2025 was partially offset by factors that reduced the ACL from December 31, 2024, including impacts of changes in loan portfolio mix, as the improvement in the economic forecast used in the third quarter was more than offset by deterioration in the forecast used in the first and second quarters of 2025.

Current report — wording carried from elsewhere

On January 29, 2026, the Bancorp issued and sold $1.0 billion of fixed-rate/floating-rate senior notes which will mature on January 29, 2037. The senior notes will bear interest at a rate of 5.141% per annum to, but excluding, January 29, 2036. From, and including, January 29, 2036 to, but excluding, the maturity date, the senior notes will bear interest at a rate of compounded SOFR plus 1.24%.

Current report — wording carried from elsewhere

Provision for credit losses increased $5 million for the three months ended March 31, 2026 compared to the same period in the prior year primarily driven by an increase in the allocated provision for credit losses related to commercial criticized assets. Annualized net charge-offs as a percent of average portfolio loans and leases decreased to 65 bps for the three months ended March 31, 2026 compared to 71 bps for the same period in the prior year.

Current report — wording carried from elsewhere

excluding commercial mortgage loans that are individually evaluated for an ACL and loans which do not have real estate as the primary collateral. The Bancorp does not typically aggregate the LTV ratios for commercial mortgage loans less than $1 million.

Current report — wording carried from elsewhere

rates. The NII simulations and EVE analyses do not necessarily include certain actions that management may undertake to manage risk in response to actual changes in interest rates.

Current report — wording carried from elsewhere

Credit ratings are summarized in Table 55. The ratings reflect the view of each rating agency on the capacity of the Bancorp and the Bank to meet financial commitments. As an investor, you should be aware that a security rating is not a recommendation to buy, sell or hold

Current report — wording carried from elsewhere

The Bancorp maintains a comprehensive process for managing capital that considers the current and forward-looking macroeconomic and regulatory environments and makes capital distributions that are consistent with FRB requirements and the stress capital buffer requirement.

Previous report — wording carried elsewhere

On June 13, 2025, the Bancorp’s Board of Directors authorized management to purchase 100 million shares of the Bancorp’s common stock through the open market or in any private party transactions. This authorization superseded the prior authorization from June 2019 and did not include specific targets or an expiration date.

Previous report — wording carried elsewhere

On January 28, 2025, the Bank issued and sold, under its bank note program, $300 million of floating-rate senior notes due on January 28, 2028. The senior notes will bear interest at a rate of compounded SOFR plus 0.81%.

Previous report — wording carried elsewhere

Refer to Note 11 of the Notes to Condensed Consolidated Financial Statements for more information.

Previous report — wording carried elsewhere

September 30, 2024, respectively. Refer to the Deposits subsection of the Balance Sheet Analysis section of MD&A for additional information on the Bancorp’s deposits.

Previous report — wording carried elsewhere

(a)Changes in interest not solely due to volume or yield/rate are allocated in proportion to the absolute dollar amount of change in volume and yield/rate.

Previous report — wording carried elsewhere

(c)This is a non-GAAP measure. For further information, refer to the Non-GAAP Financial Measures section of MD&A.

Previous report — wording carried elsewhere

(a)Includes $1.0 billion and $2.6 billion of retail brokered CDs which are fully covered by FDIC insurance for the three months ended September 30, 2025 and 2024, respectively.

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Nonaccrual assets with relationships exceeding $1 million are reviewed quarterly to assess the appropriateness of the value ascribed in the assessment of charge-offs and specific reserves. Additionally, collateral values are also reviewed at least annually for all criticized assets.

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•The portfolio had a weighted-average refreshed FICO score of 750 at September 30, 2025.

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driven by additional allowances for certain nonowner-occupied commercial loans secured by real estate, particularly loans secured by office buildings, based on current challenges in the commercial real estate market that are not fully reflected in the Bancorp’s quantitative models. These challenges include, but are not limited to, an imbalance between supply and demand in the market for commercial real estate properties and pressures on borrowers and property valuations resulting from elevated interest rates. Specific to office properties, the Bancorp has also observed industry data indicating that the office sector of the commercial real estate market continues to lag behind others in terms of property values, driven in part by lessened demand as a result of the increased prevalence of remote work across many professions.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)

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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)

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term market interest rates. The incremental balance attrition and growth are modeled to flow into and out of funding products that reprice in conjunction with short-term market rate changes.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)

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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)

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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)

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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)

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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)

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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)

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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)