Cincinnati-based Fifth Third Bancorp is buying Comerica for $10.9 billion in an all-stock deal, combining two big regional banks.
The buyout will create the ninth largest bank in the country with approximately $288 billion in assets, the companies said earlier this week.
The combined company will have operations in the Southeast, Texas and California, and will solidify Fifth Third’s position in the Midwest. It is anticipated that more than half of Fifth Third’s branches will be located in the Southeast, Texas, Arizona and California by 2030.
“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,” Fifth Third Bank Chairman and CEO Tim Spence said in a statement. “Comerica’s strong middle market franchise and complementary footprint make this a natural fit.”
Comerica’s stockholders will receive 1.8663 Fifth Third shares for each share they own. That represents $82.88 per share as of Fifth Third’s closing stock price on Oct. 3.
Fifth Third shareholders will own about 73 percent of the combined company, while Comerica shareholders will own approximately 27 percent.
There has been a trend of consolidation in the regional bank sector recently.
A month ago, PNC Financial said that it would buy Colorado-based FirstBank for $4.1 billion, giving PNC a substantial presence in the Colorado banking market as well as Arizona.
The FirstBank acquisition would make PNC the largest bank in the Denver market, and give it more than 70 branches in Arizona. PNC will also grow to approximately $575 billion in assets.
PNC is typically referred to as a super-regional bank, a group of large national banks that is significant in size, often hundreds of billions in assets and hundreds of branches, but dwarfed in size by the banking giants Wells Fargo, Bank of America and JPMorgan Chase, who have size and scale that the super regionals cannot replicate.
Three members of Comerica’s board will join the board of Fifth Third once the deal is complete.
Chairman and CEO Curt Farmer of Comerica, based in Dallas, will serve as vice chair and Peter Sefzik, Comerica’s chief banking officer, will lead Fifth Third’s wealth and asset Management business.
The deal is expected to close at the end of the first quarter of 2026. It still needs the approval of both companies’ shareholders.