UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant

to Section 13 or 15(d) of the

Securities Exchange Act of 1934

FIFTH THIRD AUTO TRUST 2017-1

(Exact Name of Issuing Entity as Specified in its Charter)

Commission File Number of Issuing Entity:   333-211395-01

Central Index Key Number:   0001715585

FIFTH THIRD HOLDINGS FUNDING, LLC

(Exact Name of Depositor as Specified in its Charter)

Commission File Number of Depositor:   333-211395

Central Index Key Number:   0001405332

FIFTH THIRD BANK

(Exact Name of Sponsor as Specified in its Charter)

Central Index Key Number:   0000035528

Delaware

(State or Other Jurisdiction of Incorporation of Issuing Entity/Registrant)

(847) 354-7341

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐ Emerging growth company

☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act

Item 1.01. Entry into a Material Definitive Agreement.

In connection with the sale of certain of the Class A-2-A, Class A-2-B, Class A-3 and Class A-4 Asset Backed Notes (together, the “Underwritten Notes”) of Fifth Third Auto Trust 2017-1 (the “Issuer”), which are described in the Prospectus dated September 12, 2017 and which were issued on September 20, 2017 (the “Closing Date”), the Registrant is filing the agreements listed below, each dated as of the Closing Date. Fifth Third Holdings Funding, LLC (“FTHF LLC”) will initially retain all of the Class A-1 Notes and at least 5% (by initial principal amount) of each of the Class A-2-A Notes, the Class A-2-B Notes, the Class A-3 Notes and the Class A-4 Notes (collectively with the Underwritten Notes, the “Notes”).

Item 9.01. Financial Statements and Exhibits.

   (a)                  Not applicable.

   (b)                 Not applicable.

   (c)                 Not applicable.

   (d)                 Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.