Fifth Third Bank 2013 Annual Report Download - page 187

185 Fifth Third Bancorp
10.25 Warrant dated June 30, 2009 issued by Vantiv Holding, LLC to Fifth
Third Bank. Incorporated by reference to the Registrant’ s Schedule
13D filed with the Commission on April 2, 2012.
10.26 Second Amended & Restated Limited Liability Company Agreement
(excluding certain exhibits) dated as of March 21, 2012 by and among
Vantiv, Inc., Fifth Third Bank, FTPS Partners, LLC, Vantiv Holding,
LLC and each person who becomes a member after March 21, 2012.
Incorporated by reference to the Registrant’ s Schedule 13D filed with
the Commission on April 2, 2012.
10.27 Amendment and Restatement Agreement and Reaffirmation
(excluding certain schedules) dated as of June 30, 2009 among Fifth
Third Processing Solutions, LLC, FTPS Holding, LLC, Card
Management Company, LLC, Fifth Third Holdings, LLC and Fifth
Third Bank. Incorporated by reference to the Registrant’ s Current
Report on Form 8-K filed with the Commission on July 2, 2009.
10.28 Registration Rights Agreement dated as of March 21, 2012 by and
among Vantiv, Inc., Fifth Third Bank, FTPS Partners, LLC, JPDN
Enterprises, LLC and certain stockholders of Vantiv, Inc.
Incorporated by reference to the Registrant’ s Schedule 13D filed with
the Commission on April 2, 2012.
10.29 Exchange Agreement dated as of March 21, 2012 by and among
Vantiv, Inc., Vantiv Holding, LLC, Fifth Third Bank, FTPS Partners,
LLC and such other holders of Class B Units and Class C Non-Voting
Units that are from time to time parties of the Exchange Agreement.
Incorporated by reference to the Registrant’ s Schedule 13D filed with
the Commission on April 2, 2012.
10.30 Recapitalization Agreement dated as of March 21, 2012 by and
among Vantiv, Inc., Vantiv Holding, LLC, Fifth Third Bank, FTPS
Partners, LLC, JPDN Enterprises, LLC and certain stockholders of
Vantiv, Inc. Incorporated by reference to the Registrant’ s Schedule
13D filed with the Commission on April 2, 2012.
10.31 Description of Vantiv, Inc. Director Compensation for Greg D.
Carmichael. Incorporated by reference to Exhibit 10.8 of the
Registrant’ s Quarterly Report on Form 10-Q for the quarter ended
March 31, 2012. On May 10, 2012, Daniel T. Poston was elected as a
Class B Director of Vantiv, Inc. Mr. Poston is subject to a
substantially similar compensation arrangement as described in
Exhibit 10.8 of the Registrant’ s Quarterly Report on Form 10-Q for
the quarter ended March 31, 2012.*
10.32 Stock Appreciation Right Award Agreement. Incorporated by
reference to Exhibit 10.2 of the Registrant’ s Quarterly Report on
Form 10-Q for the quarter ended June 30, 2013.*
10.33 Performance Share Award Agreement. Incorporated by reference to
Exhibit 10.3 of the Registrant’ s Quarterly Report on Form 10-Q for
the quarter ended June 30, 2013.*
10.34 Restricted Stock Award Agreement (for Directors). Incorporated by
reference to Exhibit 10.4 of the Registrant’ s Quarterly Report on
Form 10-Q for the quarter ended June 30, 2013.*
10.35 Restricted Stock Award Agreement (for Executive Officers).
Incorporated by reference to Exhibit 10.5 of the Registrant’ s
Quarterly Report on Form 10-Q for the quarter ended June 30, 2013.*
10.36 Separation Agreement dated July 25, 2013 between Paul Reynolds
and Fifth Third Bancorp. Incorporated by reference to the
Registrant’ s Current Report on Form 8-K filed with the Commission
on July 30, 2013.*
10.37 Master Confirmation, as supplemented by a Supplemental
Confirmation, for accelerated share repurchase transaction dated
November 13, 2013 between Fifth Third Bancorp and Deutsche Bank
AG, London Branch**
10.38 Master Confirmation, as supplemented by a Supplemental
Confirmation, for accelerated share repurchase transaction dated
December 10, 2013 between Fifth Third Bancorp and Deutsche Bank
AG, London Branch**
12.1 Computations of Consolidated Ratios of Earnings to Fixed Charges.
12.2 Computations of Consolidated Ratios of Earnings to Combined Fixed
Charges and Preferred Stock Dividend Requirements.
21 Fifth Third Bancorp Subsidiaries, as of December 31, 2014.
23 Consent of Independent Registered Public Accounting Firm-Deloitte
& Touche LLP.
31(i) Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002 by Chief Executive Officer.
31(ii) Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002 by Chief Financial Officer.
32(i) Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by Chief
Executive Officer.
32(ii) Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by Chief
Financial Officer.
101 Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the
Consolidated Balance Sheets, (ii) the Consolidated Statements of
Income, (iii) the Consolidated Statements of Comprehensive Income
(iv) the Consolidated Statements of Changes in Equity, (v) the
Consolidated Statements of Cash Flows, and (vi) the Notes to
Consolidated Financial Statements tagged as blocks of text and in
detail.
(1) Fifth Third Bancorp also entered into an identical security on March 4,
2008 representing an additional $500,000,000 of its 8.25% Subordinated
Notes due 2038.
(2) Fifth Third Bancorp also entered into an identical security on January 25,
2011 representing an additional $500,000,000 of its 3.625% Senior Notes
due 2016.
* Denotes management contract or compensatory plan or arrangement.
** An application for confidential treatment for selected portions of this
exhibit has been filed with the Securities and Exchange Commission.