UNITED STATES OF AMERICA

UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934

Release No. 101961 / December 18, 2024

ADMINISTRATIVE PROCEEDING

File No. 3-15635

In the Matter of

Fifth Third Bancorp and Daniel

Poston,

Respondents.

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ORDER DIRECTING SECOND

DISBURSEMENT OF FAIR FUND

On August 4, 2022, the Division of Enforcement, pursuant to delegated authority,

published a Notice of Proposed Plan of Distribution and Opportunity for Comment (“Notice”),1

pursuant to Rule 1103 of the Commission’s Rules on Fair Fund and Disgorgement Plans

(“Commission’s Rules”);2 and simultaneously posted the Proposed Plan of Distribution (the

“Proposed Plan”). The Notice advised interested persons that they could obtain a copy of the

Proposed Plan from the Commission’s public website or by submitting a written request to

Allison Moon, United States Securities and Exchange Commission, 100 F Street, NE,

Washington, DC 20549-5876. The Notice also advised that all persons desiring to comment on

the Proposed Plan could submit their comments, in writing, within 30 days of the Notice. The

Commission received no comments on the Proposed Plan during the comment period. On

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Exchange Act Rel. No. 95418 (Aug. 4, 2022).

17 C.F.R. § 201.1103.

October 6, 2022, the Division of Enforcement, pursuant to delegated authority, issued an order

approving the Proposed Plan,3 and posted the approved Plan of Distribution (the “Plan”).

The Plan provides for the distribution of the Fair Fund, plus accumulated interest, less

taxes, fees, and expenses, to the harmed investors according to the methodology set forth in the

Plan. In accordance with the Plan, the Claims Bar Date has passed and all timely submitted

claims have been processed by the Fund Administrator. All investors whose claims have been

denied, in whole or in part, have been notified and provided the opportunity to cure.

On September 20, 2024, the Commission issued an Order Directing Disbursement of the

Fair Fund (“Initial Disbursement Order”).4 Pursuant to the Initial Disbursement Order,

$1,944,264.28 was transferred to the Fair Fund’s escrow account for distribution by the Fund

Administrator to Eligible Claimants for whom no solicitation of tax information was required.

The distribution compensated the Eligible Claimants for 100% of their Recognized Losses5 plus

Reasonable Interest. The Fair Fund has a remaining balance of $5,318,665.95.

After taking into account a reserve of $370,319.32 for taxes and administrative fees and

expenses, the Fund Administrator recommends further distribution of the Fair Fund to 1,832

Eligible Claimants harmed investors for whom the payment of Reasonable Interest will result in

a tax consequence. The distribution will compensate the Eligible Claimants for 100% of their

Recognized Losses plus Reasonable Interest.

Pursuant to the Plan, the Fund Administrator has submitted a payment file to the

Commission staff with a reasonable assurances letter as to the completeness and accuracy of the

information contained therein. The Commission staff has reviewed and accepted the payment

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Exchange Act Rel. No. 95988 (Oct. 6, 2022).

Exchange Act Rel. No. 101113 (Sept. 20, 2024)

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All capitalized terms used herein shall have the same meanings ascribed to them in the Plan.

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file and requests, pursuant to Rule 1101(b)(6) of the Commission’s Rules,

17 C.F.R. § 201.1101(b)(6), that the Commission authorize the transfer of $4,950,776.86 from

the Fair Fund to the Fair Fund’s escrow account at The Huntington National Bank for

distribution by the Fund Administrator in accordance with the Plan.

Accordingly, it is hereby ORDERED, that Commission staff shall transfer $4,950,776.86

from the Fair Fund to the Fair Fund’s escrow account, for a total distribution of $4,950,776.86 by

the Fund Administrator in accordance with the Plan.

For the Commission, by the Division of Enforcement, pursuant to delegated authority.6

Vanessa A. Countryman

Secretary

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17 C.F.R. § 200.30-4(a)(21)(v).

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