0001225208-20-009885.txt : 20200721
0001225208-20-009885.hdr.sgml : 20200721
20200721160334
ACCESSION NUMBER: 0001225208-20-009885
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200717
FILED AS OF DATE: 20200721
DATE AS OF CHANGE: 20200721
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ROGERS WILLIAM H JR
CENTRAL INDEX KEY: 0001182002
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10853
FILM NUMBER: 201038950
MAIL ADDRESS:
STREET 1: 214 N. TRYON STREET
CITY: CHARLOTTE
STATE: NC
ZIP: 28202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TRUIST FINANCIAL CORP
CENTRAL INDEX KEY: 0000092230
STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021]
IRS NUMBER: 560939887
STATE OF INCORPORATION: NC
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 214 NORTH TRYON STREET
CITY: CHARLOTTE
STATE: NC
ZIP: 28202
BUSINESS PHONE: 3367332000
MAIL ADDRESS:
STREET 1: 214 NORTH TRYON STREET
CITY: CHARLOTTE
STATE: NC
ZIP: 28202
FORMER COMPANY:
FORMER CONFORMED NAME: BB&T CORP
DATE OF NAME CHANGE: 19970527
FORMER COMPANY:
FORMER CONFORMED NAME: SOUTHERN NATIONAL CORP /NC/
DATE OF NAME CHANGE: 19920703
4
1
doc4.xml
X0306
4
2020-07-17
0000092230
TRUIST FINANCIAL CORP
TFC
0001182002
ROGERS WILLIAM H JR
214 N. TRYON STREET
CHARLOTTE
NC
28202
1
1
President and COO
Common Stock
2020-07-17
4
M
0
109348.0000
22.5500
A
782385.6830
D
Common Stock
2020-07-17
4
S
0
86287.0000
36.7000
D
696098.6830
D
Common Stock
2020-07-17
5
G
0
15540.0000
0.0000
D
680558.6830
D
Common Stock
2020-07-20
5
G
0
7432.0000
0.0000
D
673126.6830
D
Common Stock
10510.1201
I
By 401(k)
Common Stock
300000.0000
I
By grantor retained annuity trust
Stock Option (right to buy)
22.5500
2020-07-17
4
M
0
109348.0000
0.0000
D
2021-04-01
Common Stock
109348.0000
0.0000
D
Phantom Stock Unit
Common Stock
2602.6585
2602.6585
D
Restricted Stock Unit
2021-02-13
2021-02-13
Common Stock
99456.1070
99456.1070
D
Restricted Stock Unit
2020-02-14
2020-02-14
Common Stock
14333.9090
14333.9090
D
Restricted Stock Units
2021-02-08
2021-02-08
Common Stock
45858.9090
45858.9090
D
Restricted Stock Units
2022-02-08
2022-02-08
Common Stock
45856.8670
45856.8670
D
Restricted Stock Units
2021-02-13
2021-02-13
Common Stock
10749.6660
10749.6660
D
Stock Option (right to buy)
16.7400
2022-02-14
Common Stock
176379.0000
176379.0000
D
Stock Option (right to buy)
21.1700
2023-02-26
Common Stock
142606.0000
142606.0000
D
The price in Column 4 is a weighted average price. The prices actually received ranged from $36.6200 to $36.8900. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
Because the stock fund component of the 401(k) Plan is accounted for in unit accounting, the number of share equivalents varies based on the closing price of Truist stock on the applicable measurement date.
Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding and unexercised option to purchase shares of SunTrust common stock automatically converted into an option to purchase shares of Truist common stock, with the number of underlying shares and the exercise price determined as set forth in the Merger Agreement. Each option to purchase shares of Truist common stock is subject to the same terms and conditions (including vesting and exercisability terms) as the corresponding option to purchase shares of SunTrust common stock immediately prior to the effective time of the Merger.
Represents phantom stock units under the SunTrust Banks, Inc. Deferred Compensation Plan. Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding SunTrust phantom stock unit automatically converted into a Truist phantom stock unit in respect of shares of Truist common stock, with the number of underlying shares of Truist common stock determined as set forth in the Merger Agreement. Each Truist phantom stock unit is subject to the same terms and conditions (including service-based vesting terms) as applied to the corresponding SunTrust phantom stock unit immediately prior to the effective time of the Merger.
Includes shares acquired as a result of dividend reinvestment since the last reported transaction.
Represents performance-vested restricted stock units, each convertible into one share of common stock, under the SunTrust Banks, Inc. 2009 Stock Plan. Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding SunTrust performance-vested restricted stock unit automatically converted into a Truist restricted stock unit convertible into shares of Truist common stock, with the number of underlying shares of Truist common stock determined as set forth in the Merger Agreement. Each Truist performance-vested restricted stock unit is subject to the same terms and conditions (including service-based vesting terms) as applied to the corresponding SunTrust performance-vested restricted stock unit immediately prior to the effective time of the Merger.
Represents time-vested restricted stock units, each convertible into one share of common stock, under the SunTrust Banks, Inc. 2009 Stock Plan or the SunTrust Banks, Inc. 2018 Omnibus Incentive Compensation Plan. Pursuant to the Merger Agreement at the effective time of the Merger, each outstanding SunTrust time-vested restricted stock unit automatically converted into a Truist time-vested restricted stock unit convertible into shares of Truist common stock, with the number of underlying shares of Truist common stock determined as set forth in the Merger Agreement. Each Truist time-vested restricted stock unit is subject to the same terms and conditions (including vesting terms) as applied to the corresponding SunTrust time-vested restricted stock unit immediately prior to the effective time of the Merger.
Carla Brenwald, Attorney-in-fact
2020-07-21