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EX-99.3 - EX-99.3 - FIFTH THIRD BANCORPd385687dex993.htm
EX-99.2 - EX-99.2 - FIFTH THIRD BANCORPd385687dex992.htm
EX-99.1 - EX-99.1 - FIFTH THIRD BANCORPd385687dex991.htm
EX-5.4 - EX-5.4 - FIFTH THIRD BANCORPd385687dex54.htm
EX-5.3 - EX-5.3 - FIFTH THIRD BANCORPd385687dex53.htm
EX-5.2 - EX-5.2 - FIFTH THIRD BANCORPd385687dex52.htm
EX-5.1 - EX-5.1 - FIFTH THIRD BANCORPd385687dex51.htm
8-K - FORM 8-K - FIFTH THIRD BANCORPd385687d8k.htm

Exhibit 99.4

 

LOGO

 

  Re: Rescission Offer- Fifth Third Bancorp Nonqualified Deferred Compensation Plan

Dear Fifth Third Nonqualified Deferred Compensation Plan Participant:

Fifth Third is offering to reimburse you for any losses you may have incurred if the value in your Plan account attributable to aggregate amounts that you deferred, pursuant to your elections between November 10, 2015 and November 10, 2016, has declined as of the expiration date of this offer. Fifth Third is making this offer in order to provide you with relief in case you received certain deferred compensation obligations of Fifth Third owed in respect of the Plan that were inadvertently omitted from registration with the Securities and Exchange Commission (the “SEC”). No action is required if you do not wish to participate in the offer.

It is entirely your choice whether to accept Fifth Third’s offer, and we will only accept your request to participate if it would be economically beneficial to you. The ultimate calculation of economic benefit with respect to the value in your Plan account will be conducted on the expiration date of the offer, and will be based on a number of investment benchmark alternatives through the Plan, including, if applicable, a benchmark based on the investment performance of Fifth Third common stock on that date.

If you have questions regarding whether you should accept the offer, see “Questions and Answers about the Rescission Offer — Should I accept the Rescission Offer?” and “— What will I receive if I accept the Rescission Offer?” in the accompanying prospectus supplement for more information.

You may also be entitled to participate in the rescission offer under other Fifth Third plans. You will receive a separate letter for each affected plan. Please review each of those letters carefully, as the offer terms vary depending on the affected plan and your election under this plan will not constitute acceptance or rejection of the offer with respect to any other plans. You may have up to four different elections to make.

This offer, also known as a “Rescission Offer,” expires at 4:00 P.M., Eastern Time, on June 2, 2017. If you choose to accept the offer, please complete the enclosed Rescission Offer Election Form and return it (along with all required accompanying documents) according to the instructions contained therein, so that it is received before the offer expires.

We encourage you to carefully read all the materials contained in this package for full details on the terms and conditions of this Rescission Offer. If you have any questions after reviewing these materials, call the information agent for the Rescission Offer, D.F. King & Co., Inc. at 1-800-669-5550, Monday through Friday, between the hours of 8:00 A.M. and 10:00 P.M., Eastern Time.

Regards,

Fifth Third Bancorp

 

Fifth Third Bancorp has filed with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-3, SEC Registration Number 333-210429 (including a prospectus), and a prospectus supplement (included in this mailing) for the Rescission Offer to which this communication relates. Before you make a decision with respect to the Rescission Offer, you should read the enclosed prospectus and prospectus supplement, as well as other documents Fifth Third Bancorp has filed with the SEC for more complete information about Fifth Third Bancorp and the Rescission Offer. You may get these documents for free by visiting the SEC’s web site at http://www.sec.gov.