Callihan Margaret L 4

Accession 0000750556-19-000228

CIK 0000750556other

View on SEC.gov Company Profile

Filed

Dec 8, 7:00 PM ET

Accepted

Dec 9, 4:06 PM ET

Size

29.9 KB

Accession

0000750556-19-000228

Insider Transaction Report

Form 4

Period: 2019-12-06

SUNTRUST BANKS INCSTI

Callihan Margaret L

CEVP - Chief HR Officer

Transactions

Disposition to Issuer
Phantom Stock Units
2019-12-06−1,328.38→ 0 total
From: 2020-02-13Exp: 2020-02-13→ Common Stock (1,382.38 underlying)
Disposition to Issuer
Phantom Stock Units
2019-12-06−12,293.531→ 0 total
From: 2021-02-13Exp: 2021-02-13→ Common Stock (12,293.531 underlying)
Disposition to Issuer
Phantom Stock Units
2019-12-06−5,360.32→ 0 total
From: 2020-02-08Exp: 2020-02-08→ Common Stock (5,360.32 underlying)
Disposition to Issuer
Common Stock
2019-12-06−21,289.034→ 0 total
Disposition to Issuer
Phantom Stock Units
2019-12-06−5,359.287→ 0 total
From: 2021-02-08Exp: 2021-02-08→ Common Stock (5,359.287 underlying)
Award
Phantom Stock Units
2019-12-06+14,729.292→ 14,729.292 total
From: 2020-02-14Exp: 2020-02-14→ Common Stock (14,729.292 underlying)
Award
Phantom Stock Units
2019-12-06+12,293.531→ 12,293.531 total
From: 2021-02-13Exp: 2021-02-13→ Common Stock (12,293.531 underlying)
Disposition to Issuer
Phantom Stock Units
2019-12-06−14,729.292→ 0 total
From: 2020-02-14Exp: 2020-02-14→ Common Stock (14,729.292 underlying)
Disposition to Issuer
Phantom Stock Units
2019-12-06−1,412.929→ 0 total
From: 2020-02-14Exp: 2020-02-14→ Common Stock (1,412.929 underlying)
Disposition to Issuer
Phantom Stock Units
2019-12-06−1,328.277→ 0 total
From: 2021-02-13Exp: 2021-02-13→ Common Stock (1,328.277 underlying)
Disposition to Issuer
Phantom Stock Units
2019-12-06−5,359.288→ 0 total
From: 2022-02-08Exp: 2022-02-08→ Common Stock (5,359.288 underlying)

Footnotes (10)

[F1]Disposed of in connection with the Agreement and Plan of Merger by and between SunTrust Banks, Inc. ("SunTrust") and BB&T, dated February 7, 2019 and amended as of June 14, 2019 (the "Merger Agreement"), pursuant to which SunTrust 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.
[F10]These performance-vested restricted stock units were replaced with BB&T restricted stock units convertible into an aggregate of 15,920 shares of BB&T common stock.
[F2]Represents time-vested restricted stock units, each convertible into one share of SunTrust 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 BB&T time-vested restricted stock unit convertible into 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 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.
[F3]These time-vested restricted stock units were replaced with BB&T restricted stock units convertible into an aggregate 1,830 shares of BB&T common stock.
[F4]These time-vested restricted stock units were replaced with BB&T restricted stock units convertible into an aggregate 1,720 shares of BB&T common stock.
[F5]These time-vested restricted stock units were replaced with BB&T restricted stock units convertible into an aggregate 6,942 shares of BB&T common stock.
[F6]These time-vested restricted stock units were replaced with BB&T restricted stock units convertible into an aggregate 6,940 shares of BB&T common stock.
[F7]Represents performance-vested restricted stock units, each convertible into one share of SunTrust common stock, under the SunTrust Banks, Inc. 2009 Stock Plan. Transaction represents the satisfaction of all performance vesting conditions in connection with the Merger pursuant to the terms of the Merger Agreement. Awards remain subject to service-based vesting requirements, including a one-year deferral for awards as a result of performance-vesting conditions being met in excess of 130% of target.
[F8]Represents performance-vested restricted stock units, each convertible into one share of SunTrust 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 BB&T restricted stock unit convertible into 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 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.
[F9]These performance-vested restricted stock units were replaced with BB&T restricted stock units convertible into an aggregate of 19,074 shares of BB&T common stock.

Documents

1 file

4
edgar.xmlPrimary
PRIMARY DOCUMENT

Issuer

SUNTRUST BANKS INC

CIK 0000750556

→

Entity typeother

Related Parties

filerCIK 0001677571

Filing Metadata

Form type: 4
Filed: Dec 8, 7:00 PM ET
Accepted: Dec 9, 4:06 PM ET
Size: 29.9 KB

View on SEC.gov