Fifth Third Bancorp to acquire Comerica in $10.9 billion all-stock deal

Fifth Third Bancorp plans to acquire Comerica in a $10.9 billion all-stock deal, resulting in one of the largest banks in the US by assets.

The deal will establish the 9th largest bank in the US, with around $288 billion in assets. The bank says that the acquisition is expected to benefit shareholders immediately, contributing to top-tier efficiency, return on assets, and return on tangible common equity ratios, while also providing a foundation for sustainable long-term growth.

Details of the deal

Comerica’s stockholders will get 1.8663 shares of Fifth Third for each Comerica share, valued at $82.88 per share based on Fifth Third’s closing price on October 3, 2025. This price includes a 20% premium over Comerica’s 10-day volume-weighted average price. After the merger, Fifth Third shareholders will hold about 73%, while Comerica shareholders will own roughly 27% of the combined company.

The transaction is expected to close by the end of the first quarter of 2026, depending on shareholder approvals from Fifth Third and Comerica, standard regulatory clearances, and specific closing conditions.

Leadership will include representatives from both organisations. Curt Farmer, Chairman, President and CEO of Comerica, will serve as Vice Chair, while Peter Sefzik, Comerica’s chief banking officer, will oversee Fifth Third’s Wealth & Asset Management division. After the transaction concludes, three Comerica Board members will join Fifth Third’s Board of Directors. Additionally, Farmer will join Fifth Third’s Board upon his retirement.

“The acquisition strategically accelerates Fifth Third’s long-term growth plan, enhancing scale, profitability, and geographic reach. Combining Fifth Third’s award-winning retail banking and digital capabilities with Comerica’s strong middle market banking franchise and attractive footprint further strengthens Fifth Third’s position in high-growth markets,” the bank said in a statement released on 6 October 2025

The combined entity will function in important areas in the Southeast, Texas, and California.

By 2030, more than half of Fifth Third’s branches are estimated to be in the Southeast, Texas, Arizona, and California. Additionally, the combined entity will operate two $1 billion recurring, high-margin fee businesses, Commercial Payments and Wealth and Asset Management.

"This combination marks a pivotal moment for Fifth Third as we accelerate our strategy to build density in high-growth markets and deepen our commercial capabilities," said Tim Spence, Chairman, CEO and President of Fifth Third Bank.

“Comerica’s strong middle market franchise and complementary footprint make this a natural fit. Together, we are creating a stronger, more diversified bank that is well-positioned to deliver value for our shareholders, customers, and communities—starting today, and over the long-term,” Spence added.