Fifth Third Bancorp (NASDAQ: FITB) and Comerica Incorporated (NYSE: CMA) announced a $10.9 billion all-stock merger.

Comerica shareholders will receive 1.8663 Fifth Third shares per CMA share.
The offer price equates to $82.88 per CMA share, a 20% premium to Comerica’s 10-day VWAP.
Expected closing: Q1 2026, subject to shareholder and regulatory approval.

Ownership & Scale

Post-merger ownership: 73% Fifth Third shareholders, 27% Comerica shareholders.
Combined entity: 9th-largest U.S. bank, with approximately $288 billion in assets.
Operations will expand across 17 of the 20 fastest-growing U.S. markets, with strong presence in the Southeast, Texas, California, and the Midwest.

Strategic Rationale

The merger creates two $1B recurring, high-return fee segments:

Commercial Payments
Wealth and Asset Management

This provides diversified earnings streams and supports reinvestment in growth.
The deal is expected to be immediately accretive to shareholders.

Executive Commentary

Tim Spence, Chairman, CEO, and President of Fifth Third Bank, stated:
“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.”

Financials & Balance Sheet

As of June 30, 2025, Comerica reported $1.2 billion in cash and due from banks.
The transaction strengthens balance sheet resources for lending, digital expansion, and payments.

Broader Market Context

The regional bank consolidation comes amid increasing competition from megabanks and ongoing regulatory pressures.
Investors can also gain exposure via the iShares U.S. Regional Banks ETF (NYSE: IAT).