Fifth Third Bank 2009 Annual Report Download - page 128

ANNUAL REPORT ON FORM 10-K
126 Fifth Third Bancorp
4.41 Amended and Restated Declaration of Trust of Fifth Third Capital
Trust VII dated as of May 6, 2008 among Fifth Third Bancorp, as
Sponsor, Wilmington Trust Company, as Property Trustee and
Delaware Trustee, and the Administrative Trustees named therein.
Incorporated by reference to Registrant’s Registration Statement on
Form 8-A filed with the Securities and Exchange Commission on
May 6, 2008.
4.42 Certificate dated as of May 6, 2008 representing 16,000,000
($400,000,000) 8.875% Trust Preferred Securities of Fifth Third
Capital Trust VII (liquidation amount $25 per Trust Preferred
Security). Incorporated by reference to Registrant’s Registration
Statement on Form 8-A filed with the Securities and Exchange
Commission on May 6, 2008.
4.43 Certificate dated as of May 6, 2008 representing 400 ($10,000)
8.875% Common Securities of Fifth Third Capital Trust VII
(liquidation amount $25 per Common Security). Incorporated by
reference to Registrant’s Current Report on Form 8-K filed with the
Securities and Exchange Commission on May 6, 2008.
4.44 Guarantee Agreement dated as of May 6, 2008 for Fifth Third
Capital Trust VII between Fifth Third Bancorp, as Guarantor, and
Wilmington Trust Company, as Guarantee Trustee. Incorporated by
reference to Registrant’s Registration Statement on Form 8-A filed
with the Securities and Exchange Commission on May 6, 2008.
4.45 Agreement as to Expense and Liabilities, dated as of May 6, 2008
between Fifth Third Bancorp and Fifth Third Capital Trust VII.
Incorporated by reference to Registrant’s Current Report on Form
8-K filed with the Securities and Exchange Commission on May 6,
2008.
4.46 Deposit Agreement dated June 25, 2008, between Fifth Third
Bancorp, Wilmington Trust Company, as depositary and conversion
agent and American Stock Transfer and Trust Company, as transfer
agent, and the holders from time to time of the Receipts described
therein. Incorporated by reference to Exhibit 4.3 of the Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange
Commission on June 25, 2008.
4.47 Form of Certificate Representing the 8.50 % Non-Cumulative
Perpetual Convertible Preferred Stock, Series G, of Fifth Third
Bancorp. Incorporated by reference to Exhibit 4.2 of the
Registrant’s Current Report on Form 8-K filed with the Securities
and Exchange Commission on June 25, 2008.
4.48 Form of Depositary Receipt for the 8.50 % Non-Cumulative
Perpetual Convertible Preferred Stock, Series G, of Fifth Third
Bancorp. Incorporated by reference to Exhibit 4.4 of the Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange
Commission on June 25, 2008.
4.49 Warrant to Purchase up to 43,617,747 shares of Common Stock.
Incorporated by reference to Exhibit 4.1 of the Registrant’s Current
Report on Form 8-K filed with the Securities and Exchange
Commission on December 31, 2008.
10.1 Fifth Third Bancorp Unfunded Deferred Compensation Plan for
Non-Employee Directors. Incorporated by reference to Registrant’s
Annual Report on Form 10-K filed for fiscal year ended December
31, 1985. *
10.2 Fifth Third Bancorp 1990 Stock Option Plan. Incorporated by
reference to Registrant’s filing with the Securities and Exchange
Commission as an exhibit to the Registrant’s Registration Statement
on Form S-8, Registration No. 33-34075. *
10.3 Fifth Third Bancorp 1987 Stock Option Plan. Incorporated by
reference to Registrant’s filing with the Securities and Exchange
Commission as an exhibit to the Registrant’s Registration Statement
on Form S-8, Registration No. 33-13252. *
10.4 Indenture effective November 19, 1992 between Fifth Third
Bancorp, Issuer and NBD Bank, N.A., Trustee. Incorporated by
reference to Registrant’s Current Report on Form 8-K filed with the
Securities and Exchange Commission on November 18, 1992 and
as Exhibit 4.1 to the Registrant’s Registration Statement on Form S-
3, Registration No. 33-54134.
10.5 Fifth Third Bancorp Master Profit Sharing Plan, as Amended.
Incorporated by reference to Registrant’s Annual Report on Form
10-K filed for the fiscal year ended December 31, 2004. *
10.6 Fifth Third Bancorp Incentive Compensation Plan. Incorporated by
reference to Registrant’s Proxy Statement dated February 19, 2004. *
10.7 Amended and Restated Fifth Third Bancorp 1993 Stock Purchase
Plan. Incorporated by reference to Registrant’s Annual Report on
Form 10-K filed for the fiscal year ended December 31, 2003. *
10.8 Fifth Third Bancorp 1998 Long-Term Incentive Stock Plan, as
Amended. Incorporated by reference to the Exhibits to Registrant’s
Quarterly Report on Form 10-Q for the quarter ended June 30,
2003.*
10.9 Fifth Third Bancorp Non-qualified Deferred Compensation Plan, as
Amended and Restated. Incorporated by reference to Registrant’s
Annual Report on Form 10-K filed for the fiscal year ended
December 31, 2007. *
10.10 CNB Bancshares, Inc. 1999 Stock Incentive Plan, 1995 Stock
Incentive Plan, 1992 Stock Incentive Plan and Associate Stock
Option Plan; and Indiana Federal Corporation 1986 Stock Option
and Incentive Plan. Incorporated by reference to Registrant’s filing
with the Securities and Exchange Commission as an exhibit to a
Registration Statement on Form S-4, Registration No. 333-84955
and by reference to CNB Bancshares Annual Report on Form 10-K,
as amended, for the fiscal year ended December 31, 1998. *
10.11 Fifth Third Bancorp Stock Option Gain Deferral Plan. Incorporated
by reference to Registrant’s Proxy Statement dated February 9,
2001.*
10.12 Amendment No. 1 to Fifth Third Bancorp Stock Option Gain
Deferral Plan. Incorporated by reference to Registrant’s Current
Report on Form 8-K filed with the Securities and Exchange
Commission on May 26, 2006. *
10.13 Old Kent Executive Stock Option Plan of 1986, as Amended.
Incorporated by reference to the following filings by Old Kent
Financial Corporation with the Securities and Exchange
Commission: Exhibit 10 to Form 10-Q for the quarter ended
September 30, 1995; Exhibit 10.19 to Form 8-K filed on March 5,
1997; Exhibit 10.3 to Form 8-K filed on March 2, 2000. *
10.14 Old Kent Stock Option Incentive Plan of 1992, as Amended.
Incorporated by reference to the following filings by Old Kent
Financial Corporation with the Securities and Exchange
Commission: Exhibit 10(b) to Form 10-Q for the quarter ended
June 30, 1995; Exhibit 10.20 to Form 8-K filed on March 5, 1997;
Exhibit 10(d) to Form 10-Q for the quarter ended June 30, 1997;
Exhibit 10.3 to Form 8-K filed on March 2, 2000. *
10.15 Old Kent Executive Stock Incentive Plan of 1997, as Amended.
Incorporated by reference to Old Kent Financial Corporation’s
Annual Meeting Proxy Statement dated March 1, 1997. *
10.16 Old Kent Stock Incentive Plan of 1999. Incorporated by reference
to Old Kent Financial Corporation’s Annual Meeting Proxy
Statement dated March 1, 1999. *
10.17 Notice of Grant of Performance Units and Award Agreement.
Incorporated by reference to Registrant’s Annual Report on Form
10-K filed for the fiscal year ended December 31, 2004. *
10.18 Notice of Grant of Restricted Stock and Award Agreement (for
Executive Officers). Incorporated by reference to Registrant’s
Annual Report on Form 10-K filed for the fiscal year ended
December 31, 2004. *
10.19 Notice of Grant of Stock Appreciation Rights and Award
Agreement. Incorporated by reference to Registrant’s Annual
Report on Form 10-K filed for the fiscal year ended December 31,
2004. *
10.20 Notice of Grant of Restricted Stock and Award Agreement (for
Directors). Incorporated by reference to Registrant’s Annual
Report on Form 10-K filed for the fiscal year ended December 31,
2004. *
10.21 Franklin Financial Corporation 1990 Incentive Stock Option Plan.
Incorporated by reference to Franklin Financial Corporation’s
Annual Report on Form 10-K for the year ended December 31,
1989.*
10.22 Franklin Financial Corporation 2000 Incentive Stock Option Plan.
Incorporated by reference to Franklin Financial Corporation’s
Registration Statement on Form S-8, Registration No. 333-52928. *
10.23 Amended and Restated First National Bankshares of Florida, Inc.
2003 Incentive Plan. Incorporated by reference to First National
Bankshares of Florida, Inc.’s Annual Report on Form 10-K for the
year ended December 31, 2003. *
10.24 Southern Community Bancorp Equity Incentive Plan. Incorporated
by reference to Southern Community Bancorp’s Registration
Statement on Form SB-2, Registration No. 333-35548. *
10.25 Southern Community Bancorp Director Statutory Stock Option Plan.
Incorporated by reference to Southern Community Bancorp’s
Registration Statement on Form SB-2, Registration No. 333-35548. *