ProxyMiner / Company

FIFTH THIRD BANCORPFITB

Latest proxy: 2026 · view on SEC ↗ · CIK 0000035527

CEO total pay

$11,052,366

Timothy N. Spence · 2025

Say on pay

Not disclosed

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CEO pay ratio

CD&A

146 to 1

Item 402(u) section may live outside the CD&A

Compensation committee

CD&A

Human Capital and Compensation Committee

Per the latest proxy

Filings indexed: 2 · 2026 · 2025

Executive pay

What did they pay them?

From the Summary Compensation Table. Pay mix and YoY are computed from these rows.

ExecutiveRoleTotalYoYPay mixSalaryStockCash incentiveOther
Timothy N. Spence2025 compensation
President and Chief Executive Officer, Fifth Third Bancorp
$11,052,366↑ 9%
86% at-risk
$1,116,635$7,140,040$2,328,750$466,941
Bryan D. Preston2025 compensation
Executive Vice President and Chief Financial Officer
$3,748,675↑ 45%
78% at-risk
$675,481$2,040,012$902,500$130,682
James C. Leonard2025 compensation
Executive Vice President and Chief Operating Officer
$4,615,180↓ 27%
80% at-risk
$736,712$2,550,037$1,165,000$163,431
Robert P. Shaffer2025 compensation
Executive Vice President and Chief Risk Officer
$3,694,555↓ 33%
78% at-risk
$685,096$2,040,012$830,500$138,947
Kevin P. Lavender2025 compensation
Executive Vice President and Head of Commercial Bank
$3,676,931↓ 34%
78% at-risk
$685,097$2,040,012$818,500$133,322
Jude A. Schramm2025 compensation
Executive Vice President and Chief Information Officer
$2,530,021
71% at-risk
$593,971$1,020,006$787,500$128,544

Pay mix: base cash incentive equity other

CD&A excerpt

Compensation discussion & analysis

Opening passage of the loaded filing's CD&A. Use Ask below to query the full text with citations.

The Company’s Compensation Discussion and Analysis provides information concerning the compensation for its Named Executive Officers. This information is set forth in the following sections: Compensation Methodology and Structure • Compensation Philosophy • Features of our Executive Compensation Program • Compensation Risk Management • The Committee’s Role • Role of Executive Officers in Compensation Decisions • Role of the Independent Compensation Consultant • Benchmarking Methodology • Tally Sheet • Say-on-Pay • Compensation Structure • Pay Mix and Pay for Performance 2025 Executive Compensation Plan Design and Award Decisions • Base Salary • 2025 Variable Compensation Plan Design • Variable Compensation Plan Performance Goals • Performance Against Variable Compensation Plan Goals • Determination of Variable Compensation Plan Awards • 2025 Long-term, Equity-based Incentive Compensation Plan Design • Payout of 2023 Performance Share Awards • Other Long-term, Equity-based Plan Provisions • Determination of Long-term, Equity-based Incentive Awards • Qualitative Performance Assessments • The Committee’s Considerations 2026 Executive Compensation Plan Design Changes • 2026 Variable Co…

Read the full CD&A on SEC.gov ↗

Peer comparison

Who they benchmark against

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Governance

Policy guardrails

  • hedging

    prohibited

    “Prohibition on Hedging and Pledging”

  • pledging

    prohibited

    “Prohibition on Hedging and Pledging”

  • clawback

    present

    “failure to comply with or satisfy risk management requirements or objectives or failure to comply with requirements of applicable laws, rules, or regulations.A copy of the Compensation Clawback and Disclosure Policy is f…”

  • stock ownership guidelines

    present

    “Stock Ownership Guidelines”

  • change in control

    Change in Control

    “Change in Control”

  • compensation consultant

    independent

    “Independent Compensation Consultant”

  • compensation committee

    Human Capital and Compensation Committee

    “Human Capital and Compensation Committee Report”

Performance markers

Metric facts

  • revenue

    $1 million

    “one business day after the filing of any Company periodic report on Form 10-Q or Form 10-K, or the filing or furnishing of any Form 8-K that disclosed any material non-public information. Tax and Accounting Impacts of Co…”

  • ceo pay ratio

    146 to 1

    “S-K. As of December 31, 2025: • The median annual total compensation of all employees of our company (other than the CEO) was $75,501 and • The annual total compensation of our CEO, as reported in the Summary Compensatio…”

  • median employee compensation

    —

    “($) Median employee ($) Base salary 1,116,635 72,621 Stock awards 7,140,040 Option awards Non-equity incentive plan compensation 2,328,750 2,880 Change in pension value/NQDC earnings All other compensation 466,941 TOTAL …”

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