Another Bank Tried to Buy Comerica Before Fifth Third Deal
A regulatory filing on Wednesday revealed new details about how the major merger between Comerica and Fifth Third Bancorp came together. It also outlines compensation arrangements for Comerica CEO Curtis Farmer, who will become Fifth Third’s vice chair.
Initial Interest and Decision
After Comerica decided to sell, the Dallas-based company focused on Fifth Third Bancorp as a potential buyer. Although another bank offered a deal in September, Comerica’s board chose Fifth Third as “the optimal merger counterparty,” according to a public document filed Wednesday night.
The Megamerger Details
- The merger deal is valued at nearly $11 billion.
- It is the largest bank acquisition announcement this year.
How the Deal Started
The process began with a phone call between CEOs. On September 18, Comerica CEO Curt Farmer reached out to Fifth Third CEO Tim Spence to see if Fifth Third would be interested in a deal.
“Comerica CEO Curt Farmer told Fifth Third CEO Tim Spence on Sept. 18 that his bank was looking to sell, and wondered if Cincinnati-based Fifth Third would consider a deal.”
Spence traveled to Dallas the following day. This call happened just over a week after a prior phone conversation, in which Farmer congratulated Spence on securing a U.S. government prepaid debit card program contract from Comerica, making Fifth Third the financial agent for the program.
Negotiations and Agreement
The two banks negotiated over two and a half weeks before finalizing the agreement on October 5 and announcing it on October 6.
“The banks worked out negotiations over the next two-and-a-half weeks, executing the agreement on Oct. 5, and announcing the deal the following day.”
Compensation Arrangements
The regulatory filing also details the compensation plan for Comerica’s CEO Curtis Farmer as part of the merger deal.
Author’s summary: The recent regulatory filing clarifies that Fifth Third was Comerica’s preferred buyer after another bank’s proposal, leading to an $11 billion megamerger initiated by a pivotal phone call between the CEOs in September 2025.