BANNER JENNIFER S 4

What Happened

• Jennifer S. Banner, a member of the Truist Financial Corporation Board of Directors, received a grant of 4,027 restricted stock units (RSUs) on February 24, 2026. The filing reports an acquisition price of $0.00 (derivative award) because the RSUs were granted under a deferred compensation election. These RSUs convert to one share of Truist common stock each when paid out.

Key Details

• Transaction date: 2026-02-24; Transaction type: Award/Grant (code A); Reported price/value: $0.00 for the grant (derivative security).
• Shares acquired: 4,027 RSUs (convert one-for-one to common stock upon payout).
• Shares owned after transaction: Not specified in the Form 4 filing provided.
• Footnote F1: RSUs granted under the Truist Financial 2022 Incentive Plan and deferred under the Non-Employee Directors' Deferred Compensation Plan; payouts in shares commence after the director leaves the Board.
• Footnote F2: Notes that totals may include shares acquired via dividend reinvestment since the last reported transaction.
• Filing timing: Reported on 2026-02-26 for a 2026-02-24 transaction; this appears to be a timely Form 4 filing (within the SEC’s two-business-day requirement).

Context

• This is a non-cash, derivative award to a non-employee director (routine compensation), not an open-market purchase or sale. The RSUs represent future equity compensation and will convert to common shares one-for-one when paid; because Banner elected to defer receipt, no immediate cash or stock was received at grant. Such grants are standard director compensation and do not by themselves indicate a buy/sell signal.