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UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF ILLINOIS

EASTERN DIVISION

LEE CHRISTAKIS, Individually and On 

Behalf of All Others Similarly Situated,

Plaintiff,

v.

FIFTH THIRD BANCORP, GREG D. 

CARMICHAEL, and TAYFUN TUZUN,

Defendants.

Case No.

CLASS ACTION COMPLAINT

JURY TRIAL DEMANDED

Plaintiff Lee Christakis (“Plaintiff”), individually and on behalf of all other persons 

similarly situated, by Plaintiff’s undersigned attorneys, for Plaintiff’s complaint against 

Defendants, alleges the following based upon personal knowledge as to Plaintiff and Plaintiff’s

own acts, and information and belief as to all other matters, based upon, inter alia, the investigation 

conducted by and through Plaintiff’s attorneys, which included, among other things, a review of 

the Defendants’ public documents, conference calls and announcements made by Defendants, 

United States (“U.S.”) Securities and Exchange Commission (“SEC”) filings, wire and press 

releases published by and regarding Fifth Third Bancorp (“Fifth Third” or the “Company”), 

analysts’ reports and advisories about the Company, and information readily obtainable on the 

Internet. Plaintiff believes that substantial evidentiary support will exist for the allegations set 

forth herein after a reasonable opportunity for discovery.

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NATURE OF THE ACTION

1. This is a federal securities class action on behalf of a class consisting of all persons 

other than Defendants who purchased or otherwise acquired Fifth Third securities between 

February 26, 2016, and March 6, 2020, both dates inclusive (the “Class Period”), seeking to 

recover damages caused by Defendants’ violations of the federal securities laws and to pursue 

remedies under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange 

Act”) and Rule 10b-5 promulgated thereunder, against the Company and certain of its top officials.

2. Fifth Third was founded in 1858 and is headquartered in Cincinnati, Ohio. The 

Company operates as a diversified financial services company in the U.S. As of June 30, 2019, 

the Company operated 1,207 full-service banking centers and 2,551 ATMs in Ohio, Kentucky, 

Indiana, Michigan, Illinois, Florida, Tennessee, West Virginia, Georgia, and North Carolina.

3. Fifth Third is the indirect holding company of Fifth Third Bank, National 

Association (“Fifth Third Bank”).

4. Fifth Third Bank employed a “cross-sell” strategy for a number years, which 

continued through at least 2016. Fifth Third Bank used this cross-sell strategy to increase the total 

number of products and services it provided to existing customers.

5. Throughout the Class Period, Defendants made materially false and misleading 

statements regarding the Company’s business, operational and compliance policies. Specifically, 

Defendants made false and/or misleading statements and/or failed to disclose that: (i) as a result 

of Fifth Third Bank’s aggressive incentive policies to promote its cross-sell strategy, Fifth Third 

Bank employees engaged in unauthorized conduct with customer accounts; (ii) since at least 2008, 

Fifth Third Bank, and by extension, Fifth Third, was aware of such unauthorized conduct and, 

thus, that it was violating relevant regulations and laws aimed at protecting its consumers; (iii)

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Fifth Third failed to properly implement and monitor its cross-sell program, detect and stop 

misconduct, and identify and remediate harmed consumers; (iv) all the foregoing subjected the 

Company to a foreseeable risk of heightened regulatory scrutiny or investigation; (v) Fifth Third’s 

revenues were in part the product of unlawful conduct and thus unsustainable; and (vi) as a result, 

the Company’s public statements were materially false and misleading at all relevant times.

6. On March 2, 2020, Fifth Third filed an Annual Report on Form 10-K with the SEC, 

reporting the Company’s financial and operating results for the quarter and year ended December 

31, 2019 (the “2019 10-K”). According to the 2019 10-K, U.S. Consumer Financial Protection 

Bureau (“CFPB”) staff “notified Fifth Third that it intends to file an enforcement action in relation 

to alleged unauthorized account openings.”

7. As the market digested this information, Fifth Third’s stock price fell $0.72 per 

share, or 2.95%, over the following trading sessions to close at $23.68 per share on March 5, 2020. 

However, the true scope of the Company’s alleged wrongdoing, and potential liability with respect 

to unauthorized account openings, was left undisclosed in the 2019 10-K, and was actively 

downplayed by the Company, thereby causing the Company’s stock price to continue to trade at 

artificially inflated prices throughout the remainder of the Class Period.

8. Finally, on March 9, 2020, the CFPB announced that it had filed a lawsuit against 

Fifth Third Bank in federal court, disclosing significant additional information concerning its 

investigation into the Company that the Company had previously failed to disclose. Specifically, 

the CFPB “allege[d] that for several years,” and until at least 2016, “Fifth Third [Bank], without 

consumers’ knowledge or consent: opened deposit and credit-card accounts in consumers’ names; 

transferred funds from consumers’ existing accounts to new, improperly opened accounts; enrolled 

consumers in unauthorized online-banking services; and activated unauthorized lines of credit on 

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consumers’ accounts.” The CFPB further alleged that, “despite knowing since at least 2008 that 

employees were opening unauthorized consumer-financial accounts, Fifth Third [Bank] took 

insufficient steps to detect and stop the conduct and to identify and remediate harmed consumers.” 

Consequently, the CFPB concluded that Fifth Third Bank “violated the Consumer Financial 

Protection Act’s prohibition against unfair and abusive acts or practices as well as the Truth in 

Lending Act and the Truth in Savings Act and their implementing regulations.” 

9. On this news, Fifth Third’s stock price fell $0.64 per share, or approximately 3.5%, 

to close at $17.66 per share on March 11, 2020, and fell an additional $1.76 per share the following 

trading day to close at $15.90 per share on March 12, 2020—a total decline of 13.11%.

10. As a result of Defendants’ wrongful acts and omissions, and the precipitous decline 

in the market value of the Company’s securities, Plaintiff and other Class members have suffered 

significant losses and damages.

JURISDICTION AND VENUE

11. The claims asserted herein arise under and pursuant to Sections 10(b) and 20(a) of 

the Exchange Act (15 U.S.C. §§ 78j(b) and 78t(a)) and Rule 10b-5 promulgated thereunder by the 

SEC (17 C.F.R. § 240.10b-5).

12. This Court has jurisdiction over the subject matter of this action pursuant to 28 

U.S.C. § 1331 and Section 27 of the Exchange Act. 

13. Venue is proper in this Judicial District pursuant to Section 27 of the Exchange Act 

(15 U.S.C. § 78aa) and 28 U.S.C. § 1391(b). Fifth Third is headquartered in this Judicial District, 

Defendants conduct business in this Judicial District, and a significant portion of Defendants’ 

actions took place within this Judicial District.

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14. In connection with the acts alleged in this complaint, Defendants, directly or 

indirectly, used the means and instrumentalities of interstate commerce, including, but not limited 

to, the mails, interstate telephone communications, and the facilities of the national securities 

markets.

PARTIES

15. Plaintiff, as set forth in the attached Certification, acquired Fifth Third securities at 

artificially inflated prices during the Class Period and was damaged upon the revelation of the 

alleged corrective disclosures. 

16. Defendant Fifth Third is incorporated in Ohio, with principal executive offices 

located at Fifth Third Center, 38 Fountain Square Plaza, Cincinnati, Ohio 45263. The Company’s

securities trade in an efficient market on the NASDAQ Stock Market (“NASDAQ”) under the 

ticker symbol “FITB”.

17. Defendant Greg D. Carmichael (“Carmichael”) has served as Fifth Third’s 

President and Chief Executive Officer at all relevant times, and as the Company’s Chairman of the 

Board of Directors since January 2018.

18. Defendant Tayfun Tuzun (“Tuzun”) has served as Fifth Third’s Executive Vice 

President and Chief Financial Officer at all relevant times.

19. Defendants Carmichael and Tuzun are sometimes referred to herein collectively as 

the “Individual Defendants.”

20. The Individual Defendants possessed the power and authority to control the 

contents of Fifth Third’s SEC filings, press releases, and other market communications. The 

Individual Defendants were provided with copies of Fifth Third’s SEC filings and press releases 

alleged herein to be misleading prior to or shortly after their issuance and had the ability and 

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opportunity to prevent their issuance or to cause them to be corrected. Because of their positions 

with Fifth Third, and their access to material information available to them but not to the public, 

the Individual Defendants knew that the adverse facts specified herein had not been disclosed to 

and were being concealed from the public, and that the positive representations being made were 

then materially false and misleading. The Individual Defendants are liable for the false statements 

and omissions pleaded herein.

21. Fifth Third and the Individual Defendants are collectively referred to herein as 

“Defendants.”

SUBSTANTIVE ALLEGATIONS

Background

22. Fifth Third was founded in 1858 and is headquartered in Cincinnati, Ohio. The 

Company operates as a diversified financial services company in the U.S. As of June 30, 2019, 

the Company operated 1,207 full-service banking centers and 2,551 ATMs in Ohio, Kentucky, 

Indiana, Michigan, Illinois, Florida, Tennessee, West Virginia, Georgia, and North Carolina.

23. Fifth Third is the indirect holding company of Fifth Third Bank.

24. Fifth Third Bank employed a “cross-sell” strategy for a number years, which 

continued through at least 2016. Fifth Third Bank used this cross-sell strategy to increase the total 

number of products and services it provided to existing customers.

Materially False and Misleading Statements Issued During the Class Period

25. The Class Period begins on February 26, 2016. On February 25, 2016, during aftermarket hours, Fifth Third filed an Annual Report on Form 10-K with the SEC, reporting the 

Company’s financial and operating results for the quarter and year ended December 31, 2015 (the 

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“2015 10-K”). For 2015, Defendants reported net income of $1.71 billion, or $2.01 per diluted 

share, on net revenue of $6.54 billion.

26. With respect to Fifth Third’s cross-sell strategy, the 2015 10-K represented that 

Fifth Third benefited from “cross-selling opportunities for [its] commercial products,” and that the 

Company’s various “business segments form synergies by taking advantage of cross-sell 

opportunities.”

27. The 2015 10-K also described Fifth Third’s robust compliance risk management 

systems, touting that “Fifth Third focuses on managing regulatory compliance risk in accordance 

with [its] integrated risk management framework, which ensures consistent processes for 

identifying, assessing, managing, monitoring, and reporting risks”; that, “[t]o mitigate compliance 

risk, Compliance Risk Management provides independent oversight to ensure consistency and 

sufficiency, and ensures that lines of business, regions and support functions are adequately 

identifying, assessing and monitoring compliance risks and adopting proper mitigation strategies”; 

and that, “[a]dditionally, Compliance Risk Management implements key compliance programs 

and processes including but not limited to, risk assessments, key risk indicators program, issues 

tracking, [and] regulatory compliance testing and monitoring[.]”

28. Additionally, the 2015 10-K touted the reporting aspects of Fifth Third’s 

compliance risk management systems, assuring investors that the Company’s highest levels of 

management were kept apprised of ongoing compliance issues identified within the Company and 

its subsidiaries. Specifically, the 2015 10-K stated that “Fifth Third . . . focuses on reporting and 

escalation of compliance issues to senior management and the Board”; that “[t]he Management 

Compliance Committee addresses Fifth Third-wide compliance issues, industry best practices, 

legislative developments, regulatory concerns, and other leading indicators of compliance risk”; 

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and that “[t]he Management Compliance Committee reports to the Enterprise Risk Management 

Committee, which reports to Risk and Compliance Committee of the Board of Directors.”

29. Finally, the 2015 10-K contained generic, boilerplate representations regarding the

risks it faced as an entity subject to CFPB oversight, stating, in relevant part, that “the CFPB . . . 

ha[s] the authority to compel or restrict certain actions by Fifth Third and its banking subsidiary”; 

that “Fifth Third, as well as other financial institutions more generally, have recently been 

subjected to increased scrutiny from government authorities . . . stemming from broader systemic 

regulatory concerns, including with respect to [inter alia] . . . consumer compliance and other 

prudential matters and efforts to ensure that financial institutions take steps to improve their risk 

management”; and that, “[i]n this regard, government authorities, including the bank regulatory 

agencies, are also pursuing aggressive enforcement actions with respect to compliance and other 

legal matters involving financial activities, which heightens the risks associated with actual and 

perceived compliance failures[.]” Plainly, these risk warnings were generic “catch-all” provisions 

that were not tailored to Fifth Third’s actual known risks with respect to Fifth Third Bank’s 

ongoing violation of pertinent CFPB regulations. 

30. Appended as exhibits to the 2015 10-K were signed certifications pursuant to the 

Sarbanes-Oxley Act of 2002 (“SOX”) wherein the Individual Defendants certified that “[t]he 

[2015 10-K] fully complies with the requirements of section 13(a) or 15(d) of the Securities 

Exchange Act of 1934” and that “[t]he information contained in the [2015 10-K] fairly presents, 

in all material respects, the financial condition and results of operations of [Fifth Third].”

31. On February 24, 2017, Fifth Third filed an Annual Report on Form 10-K with the 

SEC, reporting the Company’s financial and operating results for the quarter and year ended 

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December 31, 2016 (the “2016 10-K”). For 2016, Defendants reported net income of $1.56 billion, 

or $1.93 per diluted share, on net revenue of $6.31 billion.

32. The 2016 10-K contained substantively the same statements referenced in ¶¶ 26-

30, supra, pertaining to Fifth Third’s cross-sell strategy, robust compliance risk management

systems, the reporting aspects of such systems to top-level management, generic representations 

about the Company’s risks as an entity subject to CFPB oversight, and SOX certifications signed 

by the Individual Defendants.

33. On February 28, 2018, Fifth Third filed an Annual Report on Form 10-K with the 

SEC, reporting the Company’s financial and operating results for the quarter and year ended 

December 31, 2017 (the “2017 10-K”). For 2017, Defendants reported net income of $2.18 billion, 

or $2.81 per diluted share, on net revenue of $7.02 billion.

34. The 2017 10-K contained substantively the same statements referenced in ¶¶ 26--

30, supra, pertaining to Fifth Third’s cross-sell strategy, robust compliance risk management 

systems, the reporting aspects of such systems to top-level management, generic representations 

about the Company’s risks as an entity subject to CFPB oversight, and SOX certifications signed 

by the Individual Defendants.

35. On March 1, 2019, Fifth Third filed an Annual Report on Form 10-K with the SEC, 

reporting the Company’s financial and operating results for the quarter and year ended December 

31, 2018 (the “2018 10-K”). For 2018, Defendants reported net income of $2.19 billion, or $3.06

per diluted share, on net revenue of $6.93 billion.

36. The 2018 10-K contained substantively the same statements referenced in ¶¶ 26-

30, supra, pertaining to Fifth Third’s cross-sell strategy, robust compliance risk management 

systems, the reporting aspects of such systems to top-level management, generic representations 

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about the Company’s risks as an entity subject to CFPB oversight, and SOX certifications signed 

by the Individual Defendants.

37. On January 30, 2020, Fifth Third filed a Current Report on Form 8-K with the SEC, 

to which Defendants appended as an exhibit a press release issued the same day (the “January 30 

Press Release”). The January 30 Press Release advised investors of “changes to certain senior 

leadership roles in order to position the Company for continued success in executing its key 

strategic priorities,” particularly in areas concerning risk and compliance. Specifically, the January 

30 Press Release announced that “Frank Forrest, who has served as executive vice president and 

chief risk officer since 2014, moves into a new role as special advisor for risk and regulatory 

matters until December 31, 2020, at which time he will retire from the company,” with Jamie 

Leonard, the Company’s executive vice president and treasurer for the past six years, appointed 

his successor.

38. While remaining silent on the reasons for the Chief Risk Officer’s (“CRO”) 

transition to a special advisory role and eventual retirement from Third Bank, the January 30 Press 

Release simultaneously touted his accomplishments for the Company. For example, the January 

30 Press Release quoted Defendant Carmichael, who stated that “Frank has successfully led our 

risk management transformation and conversion to a national charter, and we look forward to his 

continued counsel and contributions as we move through 2020.” He also stated that “[a]t the same 

time, Jamie [Leonard]’s depth of knowledge about our Company, our financials, our risk appetite 

and our strategic priorities, makes him a great fit for this role,” and that “[h]is leadership over the 

past six years as treasurer to deliver strong results with a focus on through-the-cycle 

outperformance, as well as his leadership throughout the MB Financial integration, highlights the 

confidence we have in his capabilities in his new role.”

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39. The statements referenced in ¶¶ 25-38 were materially false and misleading because 

Defendants made false and/or misleading statements, as well as failed to disclose material adverse 

facts about the Company’s business, operational and compliance policies. Specifically, 

Defendants made false and/or misleading statements and/or failed to disclose that: (i) as a result 

of Fifth Third Bank’s aggressive incentive policies to promote its cross-sell strategy, Fifth Third 

Bank employees engaged in unauthorized conduct with customer accounts; (ii) since at least 2008, 

Fifth Third Bank, and by extension, Fifth Third, was aware of such unauthorized conduct and, 

thus, that it was violating relevant regulations and laws aimed at protecting its consumers; (iii)

Fifth Third failed to properly implement and monitor its cross-sell program, detect and stop 

misconduct, and identify and remediate harmed consumers; (iv) all the foregoing subjected the 

Company to a foreseeable risk of heightened regulatory scrutiny or investigation; (v) Fifth Third’s 

revenues were in part the product of unlawful conduct and thus unsustainable; and (vi) as a result, 

the Company’s public statements were materially false and misleading at all relevant times.

The Truth Begins to Emerge

40. On March 2, 2020, less than two months following Defendants’ announcement of

the eventual retirement of Fifth Third’s CRO and the Company’s placement of a suitable successor, 

Fifth Third filed its 2019 10-K, wherein Defendants disclosed that CFPB staff “notified Fifth Third

that it intends to file an enforcement action in relation to alleged unauthorized account openings.”

41. As the market digested this information, Fifth Third’s stock price fell $0.72 per 

share, or 2.95%, over the following few trading days to close at $23.68 per share on March 5, 

2020. However, the true scope of the Company’s alleged wrongdoing, and potential liability with 

respect to unauthorized account openings, was left undisclosed in the 2019 10-K, and was actively 

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downplayed by the Company, thereby causing the Company’s stock price to continue to trade at 

artificially inflated prices throughout the remainder of the Class Period.

42. For example, in the sentence immediately following the disclosure regarding the 

CFPB’s impending potential lawsuit, Defendants reassured investors that “Fifth Third believes 

that the facts do not warrant an enforcement proceeding and intends to defend itself vigorously if 

such an action should be filed,” and also advised investors that “[t]he impact of this potential 

enforcement action has been reflected in our reasonably possible losses.”

43. Moreover, the 2019 10-K contained substantively the same statements referenced 

in ¶¶ 26-30, supra, pertaining to Fifth Third’s cross-sell strategy, robust compliance risk 

management systems, the reporting aspects of such systems to top-level management, generic 

representations about the Company’s risks as an entity subject to CFPB oversight, and SOX 

certifications signed by the Individual Defendants.

44. The statements referenced in ¶¶ 42-43 were materially false and misleading because 

Defendants made false and/or misleading statements, as well as failed to disclose material adverse 

facts about the Company’s business, operational and compliance policies. Specifically, 

Defendants made false and/or misleading statements and/or failed to disclose that: (i) as a result 

of Fifth Third Bank’s aggressive incentive policies to promote its cross-sell strategy, Fifth Third 

Bank employees engaged in unauthorized conduct with customer accounts; (ii) since at least 2008, 

Fifth Third Bank, and by extension, Fifth Third, was aware of such unauthorized conduct and, 

thus, that it was violating relevant regulations and laws aimed at protecting its consumers; (iii)

Fifth Third failed to properly implement and monitor its cross-sell program, detect and stop 

misconduct, and identify and remediate harmed consumers; (iv) all the foregoing subjected the 

Company to a foreseeable risk of heightened regulatory scrutiny or investigation; (v) the Fifth 

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Third’s Class Period revenues were in part the product of unlawful conduct and thus unsustainable; 

and (vi) as a result, the Company’s public statements were materially false and misleading at all 

relevant times.

The Truth Fully Emerges

45. On March 9, 2020, during pre-market hours, the CFPB announced that it had filed 

a lawsuit against Fifth Third Bank in federal court, alleging that Fifth Third Bank had violated the 

Consumer Financial Protection Act’s prohibition against unfair and abusive acts or practices as 

well as the Truth in Lending Act and the Truth in Savings Act and their implementing regulations. 

Specifically, the CFPB’s press release addressing this complaint stated, in relevant part:

The [CFPB] today filed a lawsuit in federal district court in the Northern District 

of Illinois against Fifth Third Bank, National Association (Fifth Third). The Bureau 

alleges that for several years Fifth Third, without consumers’ knowledge or 

consent: opened deposit and credit-card accounts in consumers’ names; transferred 

funds from consumers’ existing accounts to new, improperly opened accounts; 

enrolled consumers in unauthorized online-banking services; and activated 

unauthorized lines of credit on consumers’ accounts. The Bureau alleges that Fifth 

Third violated the Consumer Financial Protection Act’s prohibition against unfair 

and abusive acts or practices as well as the Truth in Lending Act and the Truth in 

Savings Act and their implementing regulations.

The Bureau specifically alleges that for years and continuing through at least 2016, 

Fifth Third used a “cross-sell” strategy to increase the number of products and 

services it provided to existing customers; used an incentive-compensation 

program to reward selling new products; and conditioned employee-performance 

ratings and, in some instances, continued employment on meeting ambitious sales 

goals. The Bureau further alleges that, despite knowing since at least 2008 that 

employees were opening unauthorized consumer-financial accounts, Fifth Third 

took insufficient steps to detect and stop the conduct and to identify and remediate 

harmed consumers.

46. On this news, Fifth Third’s stock price fell $0.64 per share, or approximately 3.5%, 

to close at $17.66 per share on March 11, 2020, and fell an additional $1.76 per share the following 

trading day to close at $15.90 per share on March 12, 2020—a total decline of 13.11%.

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47. As a result of Defendants’ wrongful acts and omissions, and the precipitous decline 

in the market value of the Company’s securities, Plaintiff and other Class members have suffered 

significant losses and damages.

PLAINTIFF’S CLASS ACTION ALLEGATIONS

48. Plaintiff brings this action as a class action pursuant to Federal Rule of Civil 

Procedure 23(a) and (b)(3) on behalf of a Class, consisting of all those who purchased or otherwise 

acquired Fifth Third securities during the Class Period (the “Class”); and were damaged upon the 

revelation of the alleged corrective disclosures. Excluded from the Class are Defendants herein, 

the officers and directors of the Company, at all relevant times, members of their immediate 

families and their legal representatives, heirs, successors or assigns and any entity in which 

Defendants have or had a controlling interest.

49. The members of the Class are so numerous that joinder of all members is 

impracticable. Throughout the Class Period, Fifth Third securities were actively traded on the 

NASDAQ. While the exact number of Class members is unknown to Plaintiff at this time and can 

be ascertained only through appropriate discovery, Plaintiff believes that there are hundreds or 

thousands of members in the proposed Class. Record owners and other members of the Class may 

be identified from records maintained by Fifth Third or its transfer agent and may be notified of 

the pendency of this action by mail, using the form of notice similar to that customarily used in 

securities class actions.

50. Plaintiff’s claims are typical of the claims of the members of the Class as all 

members of the Class are similarly affected by Defendants’ wrongful conduct in violation of 

federal law that is complained of herein.

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51. Plaintiff will fairly and adequately protect the interests of the members of the Class 

and has retained counsel competent and experienced in class and securities litigation. Plaintiff has

no interests antagonistic to or in conflict with those of the Class.

52. Common questions of law and fact exist as to all members of the Class and 

predominate over any questions solely affecting individual members of the Class. Among the 

questions of law and fact common to the Class are: 

• whether the federal securities laws were violated by Defendants’ acts as alleged 

herein;

• whether statements made by Defendants to the investing public during the Class 

Period misrepresented material facts about the business, operations and 

management of Fifth Third;

• whether the Individual Defendants caused Fifth Third to issue false and 

misleading financial statements during the Class Period;

• whether Defendants acted knowingly or recklessly in issuing false and misleading 

financial statements;

• whether the prices of Fifth Third securities during the Class Period were 

artificially inflated because of the Defendants’ conduct complained of herein; and

• whether the members of the Class have sustained damages and, if so, what is the 

proper measure of damages.

53. A class action is superior to all other available methods for the fair and efficient 

adjudication of this controversy since joinder of all members is impracticable. Furthermore, as the 

damages suffered by individual Class members may be relatively small, the expense and burden 

of individual litigation make it impossible for members of the Class to individually redress the 

wrongs done to them. There will be no difficulty in the management of this action as a class action.

54. Plaintiff will rely, in part, upon the presumption of reliance established by the fraudon-the-market doctrine in that:

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• Defendants made public misrepresentations or failed to disclose material facts 

during the Class Period;

• the omissions and misrepresentations were material;

• Fifth Third securities are traded in an efficient market;

• the Company’s shares were liquid and traded with moderate to heavy volume 

during the Class Period;

• the Company traded on the NASDAQ and was covered by multiple analysts;

• the misrepresentations and omissions alleged would tend to induce a reasonable 

investor to misjudge the value of the Company’s securities; and

• Plaintiff and members of the Class purchased, acquired and/or sold Fifth Third

securities between the time the Defendants failed to disclose or misrepresented 

material facts and the time the true facts were disclosed, without knowledge of 

the omitted or misrepresented facts.

55. Based upon the foregoing, Plaintiff and the members of the Class are entitled to a 

presumption of reliance upon the integrity of the market. 

56. Alternatively, Plaintiff and the members of the Class are entitled to the presumption 

of reliance established by the Supreme Court in Affiliated Ute Citizens of the State of Utah v. 

United States, 406 U.S. 128, 92 S. Ct. 2430 (1972), as Defendants omitted material information in 

their Class Period statements in violation of a duty to disclose such information, as detailed above.

COUNT I

(Violations of Section 10(b) of the Exchange Act and Rule 10b-5 Promulgated Thereunder

Against All Defendants)

57. Plaintiff repeats and re-alleges each and every allegation contained above as if fully 

set forth herein.

58. This Count is asserted against Defendants and is based upon Section 10(b) of the 

Exchange Act, 15 U.S.C. § 78j(b), and Rule 10b-5 promulgated thereunder by the SEC.

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59. During the Class Period, Defendants engaged in a plan, scheme, conspiracy and 

course of conduct, pursuant to which they knowingly or recklessly engaged in acts, transactions, 

practices and courses of business which operated as a fraud and deceit upon Plaintiff and the other 

members of the Class; made various untrue statements of material facts and omitted to state 

material facts necessary in order to make the statements made, in light of the circumstances under 

which they were made, not misleading; and employed devices, schemes and artifices to defraud in 

connection with the purchase and sale of securities. Such scheme was intended to, and, throughout 

the Class Period, did: (i) deceive the investing public, including Plaintiff and other Class members, 

as alleged herein; (ii) artificially inflate and maintain the market price of Fifth Third securities; 

and (iii) cause Plaintiff and other members of the Class to purchase or otherwise acquire Fifth 

Third securities and options at artificially inflated prices. In furtherance of this unlawful scheme, 

plan and course of conduct, Defendants, and each of them, took the actions set forth herein.

60. Pursuant to the above plan, scheme, conspiracy and course of conduct, each of the 

Defendants participated directly or indirectly in the preparation and/or issuance of the quarterly 

and annual reports, SEC filings, press releases and other statements and documents described 

above, including statements made to securities analysts and the media that were designed to 

influence the market for Fifth Third securities. Such reports, filings, releases and statements were 

materially false and misleading in that they failed to disclose material adverse information and 

misrepresented the truth about Fifth Third’s finances and business prospects.

61. By virtue of their positions at Fifth Third, Defendants had actual knowledge of the 

materially false and misleading statements and material omissions alleged herein and intended 

thereby to deceive Plaintiff and the other members of the Class, or, in the alternative, Defendants 

acted with reckless disregard for the truth in that they failed or refused to ascertain and disclose 

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such facts as would reveal the materially false and misleading nature of the statements made, 

although such facts were readily available to Defendants. Said acts and omissions of Defendants 

were committed willfully or with reckless disregard for the truth. In addition, each Defendant

knew or recklessly disregarded that material facts were being misrepresented or omitted as 

described above.

62. Information showing that Defendants acted knowingly or with reckless disregard 

for the truth is peculiarly within Defendants’ knowledge and control. As the senior managers 

and/or directors of Fifth Third, the Individual Defendants had knowledge of the details of Fifth 

Third’s internal affairs.

63. The Individual Defendants are liable both directly and indirectly for the wrongs 

complained of herein. Because of their positions of control and authority, the Individual 

Defendants were able to and did, directly or indirectly, control the content of the statements of 

Fifth Third. As officers and/or directors of a publicly-held company, the Individual Defendants 

had a duty to disseminate timely, accurate, and truthful information with respect to Fifth Third’s

businesses, operations, future financial condition and future prospects. As a result of the 

dissemination of the aforementioned false and misleading reports, releases and public statements, 

the market price of Fifth Third securities was artificially inflated throughout the Class Period. In 

ignorance of the adverse facts concerning Fifth Third’s business and financial condition which 

were concealed by Defendants, Plaintiff and the other members of the Class purchased or 

otherwise acquired Fifth Third securities at artificially inflated prices and relied upon the price of 

the securities, the integrity of the market for the securities and/or upon statements disseminated by 

Defendants, and were damaged thereby.

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64. During the Class Period, Fifth Third securities were traded on an active and 

efficient market. Plaintiff and the other members of the Class, relying on the materially false and 

misleading statements described herein, which the Defendants made, issued or caused to be 

disseminated, or relying upon the integrity of the market, purchased or otherwise acquired shares 

of Fifth Third securities at prices artificially inflated by Defendants’ wrongful conduct. Had 

Plaintiff and the other members of the Class known the truth, they would not have purchased or 

otherwise acquired said securities, or would not have purchased or otherwise acquired them at the 

inflated prices that were paid. At the time of the purchases and/or acquisitions by Plaintiff and the 

Class, the true value of Fifth Third securities was substantially lower than the prices paid by 

Plaintiff and the other members of the Class. The market price of Fifth Third securities declined 

sharply upon public disclosure of the facts alleged herein to the injury of Plaintiff and Class 

members.

65. By reason of the conduct alleged herein, Defendants knowingly or recklessly, 

directly or indirectly, have violated Section 10(b) of the Exchange Act and Rule 10b-5 

promulgated thereunder.

66. As a direct and proximate result of Defendants’ wrongful conduct, Plaintiff and the 

other members of the Class suffered damages in connection with their respective purchases, 

acquisitions and sales of the Company’s securities during the Class Period, upon the disclosure 

that the Company had been disseminating misrepresented financial statements to the investing 

public.

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COUNT II

(Violations of Section 20(a) of the Exchange Act Against The Individual Defendants)

67. Plaintiff repeats and re-alleges each and every allegation contained in the foregoing 

paragraphs as if fully set forth herein.

68. During the Class Period, the Individual Defendants participated in the operation 

and management of Fifth Third, and conducted and participated, directly and indirectly, in the 

conduct of Fifth Third’s business affairs. Because of their senior positions, they knew the adverse 

non-public information about Fifth Third’s misstatement of income and expenses and false 

financial statements.

69. As officers and/or directors of a publicly owned company, the Individual 

Defendants had a duty to disseminate accurate and truthful information with respect to Fifth 

Third’s financial condition and results of operations, and to correct promptly any public statements 

issued by Fifth Third which had become materially false or misleading.

70. Because of their positions of control and authority as senior officers, the Individual 

Defendants were able to, and did, control the contents of the various reports, press releases and 

public filings which Fifth Third disseminated in the marketplace during the Class Period 

concerning Fifth Third’s results of operations. Throughout the Class Period, the Individual 

Defendants exercised their power and authority to cause Fifth Third to engage in the wrongful acts 

complained of herein. The Individual Defendants therefore, were “controlling persons” of Fifth 

Third within the meaning of Section 20(a) of the Exchange Act. In this capacity, they participated 

in the unlawful conduct alleged which artificially inflated the market price of Fifth Third securities.

71. Each of the Individual Defendants, therefore, acted as a controlling person of Fifth 

Third. By reason of their senior management positions and/or being directors of Fifth Third, each 

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of the Individual Defendants had the power to direct the actions of, and exercised the same to 

cause, Fifth Third to engage in the unlawful acts and conduct complained of herein. Each of the 

Individual Defendants exercised control over the general operations of Fifth Third and possessed 

the power to control the specific activities which comprise the primary violations about which 

Plaintiff and the other members of the Class complain.

72. By reason of the above conduct, the Individual Defendants are liable pursuant to 

Section 20(a) of the Exchange Act for the violations committed by Fifth Third.

PRAYER FOR RELIEF

WHEREFORE, Plaintiff demands judgment against Defendants as follows:

A. Determining that the instant action may be maintained as a class action under Rule 

23 of the Federal Rules of Civil Procedure, and certifying Plaintiff as the Class representative; 

B. Requiring Defendants to pay damages sustained by Plaintiff and the Class by reason 

of the acts and transactions alleged herein;

C. Awarding Plaintiff and the other members of the Class prejudgment and postjudgment interest, as well as their reasonable attorneys’ fees, expert fees and other costs; and

D. Awarding such other and further relief as this Court may deem just and proper.

DEMAND FOR TRIAL BY JURY

Plaintiff hereby demands a trial by jury.

Dated: April 7, 2020

Respectfully submitted,

POMERANTZ LLP

/s/ Jeremy A. Lieberman

Jeremy A. Lieberman 

J. Alexander Hood II 

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600 Third Avenue, 20th Floor 

New York, New York 10016 

Telephone: (212) 661-1100 

jalieberman@pomlaw.com

ahood@pomlaw.com 

POMERANTZ LLP

Patrick V. Dahlstrom

10 South La Salle Street, Suite 3505

Chicago, Illinois 60603

Telephone: (312) 377-1181

Facsimile: (312) 377-1184

pdahlstrom@pomlaw.com

THE SCHALL LAW FIRM

Brian Schall

(pro hac vice application forthcoming)

1880 Century Park East, Suite 404

Los Angeles, CA 90067

Telephone: (424) 303-1964 

Email: brian@schallfirm.com

Attorneys for Plaintiff

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CERTIFICATION PURSUANT

TO FEDERAL SECURITIES LAWS

1. I, Lee Christakis, make this declaration pursuant to Section 27(a)(2) of the Securities Act of 

1933 (“Securities Act”) and/or Section 21D(a)(2) of the Securities Exchange Act of 1934 (“Exchange Act”) 

as amended by the Private Securities Litigation Reform Act of 1995.

2. I have reviewed a Complaint against Fifth Third Bancorp (“Fifth Third” or the “Company”) and

authorize the filing of a comparable complaint on my behalf.

3. I did not purchase or acquire Fifth Third securities at the direction of plaintiffs’ counsel or in 

order to participate in any private action arising under the Securities Act or Exchange Act.

4. I am willing to serve as a representative party on behalf of a Class of investors who purchased 

or otherwise acquired Fifth Third securities during the class period, including providing testimony at 

deposition and trial, if necessary. I understand that the Court has the authority to select the most adequate 

lead plaintiff in this action.

5. To the best of my current knowledge, the attached sheet lists all of my transactions in Fifth Third

securities during the Class Period as specified in the Complaint.

6. During the three-year period preceding the date on which this Certification is signed, I have not 

served or sought to serve as a representative party on behalf of a class under the federal securities laws.

7. I agree not to accept any payment for serving as a representative party on behalf of the class 

as set forth in the Complaint, beyond my pro rata share of any recovery, except such reasonable costs and 

expenses directly relating to the representation of the class as ordered or approved by the Court.

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8. I declare under penalty of perjury that the foregoing is true and correct.

Executed _____________________________

(Date)

_______________________________________

(Signature)

_______________________________________

(Type or Print Name)

Lee Christakis

4/3/2020

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Fifth Third Bancorp ("FITB") Lee Christakis

Purchase Number of Price Per

Date or Sale Shares/Unit Share/Unit

5/21/2018 Purchase 200 $30.8500

3/19/2019 Purchase 200 $28.1000

3/22/2019 Purchase 100 $25.1250

1/28/2020 Purchase 1,000 $28.6461

7/16/2018 Sale (1,200) $29.3500

1/28/2020 Sale (1,000) $29.0900

List of Purchases and Sales

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