4//SEC Filing
RATCLIFFE DAVID M 4
Accession 0000750556-19-000215
CIK 0000750556other
Filed
Dec 8, 7:00 PM ET
Accepted
Dec 9, 12:53 PM ET
Size
12.9 KB
Accession
0000750556-19-000215
Insider Transaction Report
Form 4
RATCLIFFE DAVID M
Director
Transactions
- Disposition to Issuer
Phantom Stock
2019-12-06−27,416.688→ 0 total→ Common Stock (27,416.688 underlying) - Disposition to Issuer
Phantom Stock
2019-12-06−29,149.597→ 0 total→ Common Stock (29,149.597 underlying) - Disposition to Issuer
Common Stock
2019-12-06−20,000→ 0 total(indirect: By Trust) - Disposition to Issuer
Common Stock
2019-12-06−1,271→ 0 total(indirect: By LLC)
Footnotes (6)
- [F1]Disposed of in connection with the Agreement and Plan of Merger by and between SunTrust Banks, Inc. ("SunTrust") and BB&T Corporation ("BB&T"), dated February 7, 2019 and amended as of June 14, 2019 (the "Merger Agreement"), pursuant to which SunTrust was merged with and into BB&T, effective December 6, 2019 (the "Merger"). Pursuant to the Merger, each issued and outstanding share of SunTrust common stock was exchanged for 1.295 shares of BB&T common stock. The closing price of BB&T common stock on the New York Stock Exchange on the effective date of the Merger was $54.24. As a result of the Merger, the reporting person no longer beneficially owns, directly or indirectly, any shares of SunTrust common stock.
- [F2]Shares held by a limited liability company that the reporting person controls.
- [F3]Represents phantom stock units under 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 phantom stock unit automatically converted into a BB&T phantom stock unit in respect of shares of BB&T common stock, with the number of underlying shares of BB&T common stock determined as set forth in the Merger Agreement. Each BB&T 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.
- [F4]These phantom stock units were replaced with BB&T phantom stock units in respect of an aggregate 35,505 shares of BB&T common stock.
- [F5]Represents phantom stock units under the SunTrust Banks, Inc. Directors' 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 BB&T phantom stock unit in respect of shares of BB&T common stock, with the number of underlying shares of BB&T common stock determined as set forth in the Merger Agreement. Each BB&T 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.
- [F6]These phantom stock units were replaced with BB&T phantom stock units in respect of an aggregate 37,749 shares of BB&T common stock.
Documents
Issuer
SUNTRUST BANKS INC
CIK 0000750556
Entity typeother
Related Parties
1- filerCIK 0001195258
Filing Metadata
- Form type
- 4
- Filed
- Dec 8, 7:00 PM ET
- Accepted
- Dec 9, 12:53 PM ET
- Size
- 12.9 KB