ROGERS WILLIAM H JR 4

What Happened William H. Rogers Jr., Chairman, CEO and a director of Truist Financial Corporation (TFC), disposed of 32,861 shares on March 13, 2026 to satisfy tax withholding obligations related to equity awards. The shares were valued at $43.83 each, for a total of $1,440,298. This was a disposition to cover taxes (transaction code F), not an open-market sell for investment purposes.

Key Details

• Transaction date: March 13, 2026; Filing date: March 17, 2026 (filed within the standard two-business-day Form 4 window).
• Shares disposed: 32,861 at $43.83 per share; proceeds/withholding value: $1,440,298.
• Shares owned after transaction: not specified in the excerpt — consult the full Form 4 for current holdings and breakdown.
• Relevant footnotes: filing notes dividend reinvestment adjustments and other holdings (phantom stock units and restricted stock unit grants). Notable grant details included: 84,913 RSUs granted 2/24/2025 (vesting in thirds Mar 15, 2027–2029) and 76,861 RSUs granted 2/23/2026 (vesting in thirds Mar 15, 2028–2030).
• Transaction code meaning: F indicates payment of exercise price or tax liability (i.e., shares withheld/surrendered to cover taxes).

Context This type of transaction is a routine administrative sale to satisfy tax-withholding requirements on equity compensation (often seen at vesting). It does not necessarily reflect a discretionary decision to reduce the insider’s stake or express a view on the company’s outlook. For a full picture of Rogers’ remaining economic exposure (RSUs, phantom units, dividend-reinvested shares), review the complete Form 4 filing.