**Fifth Third to Acquire Comerica in $10.9 Billion All-Stock Deal**
Fifth Third Bancorp and Comerica Incorporated announced on Monday that they have entered into a definitive merger agreement under which Fifth Third will acquire Comerica in an all-stock transaction valued at $10.9 billion. The merger will create the ninth-largest bank in the United States, with approximately $288 billion in assets.
The combined company will have a significant presence in 17 of the 20 fastest-growing markets nationwide, including key areas in the Southeast, Texas, and California. By 2030, more than half of Fifth Third’s branches are expected to be located in these high-growth regions, including Arizona.
“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.”
To ensure continuity for clients and ongoing operations, the leadership team will include representatives from both organizations. Comerica’s chairman, president, and CEO Curt Farmer will become vice chair of the combined organization, while Peter Sefzik, Comerica’s chief banking officer, will oversee Fifth Third’s Wealth & Asset Management business.
The merger is expected to close by the end of the first quarter of 2026.
Goldman Sachs is acting as the exclusive financial advisor to Fifth Third, with Sullivan & Cromwell LLP serving as its legal advisor. J.P. Morgan Securities LLC is serving as lead financial advisor to Comerica, while Wachtell, Lipton, Rosen & Katz is serving as legal advisor. Keefe, Bruyette & Woods, a Stifel Company, also provided financial advisory services to Comerica.
