4//SEC Filing
RATCLIFFE DAVID M 4
Accession 0000899243-19-028867
CIK 0000092230other
Filed
Dec 9, 7:00 PM ET
Accepted
Dec 10, 8:01 PM ET
Size
13.7 KB
Accession
0000899243-19-028867
Insider Transaction Report
Form 4
RATCLIFFE DAVID M
Director
Transactions
- Award
Common Stock
2019-12-06+25,900→ 25,900 total(indirect: By Trust) - Award
Common Stock
2019-12-06+1,645→ 1,645 total(indirect: By LLC) - Award
Phantom Stock Unit
2019-12-06+37,749→ 37,749 total→ Common Stock (37,749 underlying) - Award
Phantom Stock Unit
2019-12-06+35,505→ 35,505 total→ Common Stock (35,505 underlying)
Footnotes (6)
- [F1]Acquired 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 converted into the right to receive 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. Following and in connection with the Merger, BB&T changed its name to Truist Financial Corporation ("Truist").
- [F2]Shares held by a limited liability company that the reporting person controls.
- [F3]Represents phantom stock units issued 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 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. Following and in connection with the Merger, BB&T changed its name to Truist. 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.
- [F4]These phantom stock units replaced SunTrust phantom stock units in respect of an aggregate 27,416.688 shares of SunTrust common stock.
- [F5]Represents phantom stock units issued 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. Following and in connection with the Merger, BB&T changed its name to Truist. 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.
- [F6]These phantom stock units replaced SunTrust phantom stock units in respect of an aggregate 29,149.597 shares of SunTrust common stock.
Documents
Issuer
TRUIST FINANCIAL CORP
CIK 0000092230
Entity typeother
Related Parties
1- filerCIK 0001195258
Filing Metadata
- Form type
- 4
- Filed
- Dec 9, 7:00 PM ET
- Accepted
- Dec 10, 8:01 PM ET
- Size
- 13.7 KB