TRUIST FINANCIAL CORP·4

Feb 26, 2:28 PM ET

CLEMENT DALLAS S 4

4 · TRUIST FINANCIAL CORP · Filed Feb 26, 2026

Research Summary

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Truist (TFC) Director Clement Dallas S Receives Award

What Happened Clement Dallas S, a director of Truist Financial Corporation (TFC), was granted 4,027 restricted stock units (RSUs) on 2026-02-24. The units were issued at $0.00 (award/derivative) and were reported on a Form 4 filed 2026-02-26. These RSUs were granted under Truist’s incentive/directors’ deferred compensation arrangements and will convert one-for-one into Truist common stock when the reporting person leaves the Board.

Key Details

  • Transaction date: 2026-02-24; Form 4 filed: 2026-02-26 (timely filing).
  • Transaction type/code: A — Award/Grant of 4,027 RSUs at $0.00.
  • Footnote F1: RSUs granted under the Truist Financial Corporation 2022 Incentive Plan and deferred under the Non-Employee Directors' Deferred Compensation Plan; payouts in shares begin after departure from the Board.
  • Other footnotes (F2–F4): refer to dividend reinvestment and pre-merger phantom stock units that convert to cash or stock-equivalent on a one-for-one basis upon departure.
  • Shares owned after transaction: not specified in the provided filing summary.

Context This was a director compensation award (not an open-market buy or sale). The RSUs are deferred and will convert to shares (or cash equivalents for certain phantom units) only after the director leaves the board, so there is no immediate market purchase or sale implied by this filing.

Insider Transaction Report

Form 4
Period: 2026-02-24
Transactions
  • Award

    Restricted Stock Unit

    [F1][F2]
    2026-02-24+4,02723,542 total
    Common Stock (4,027 underlying)
Holdings
  • Common Stock

    2,923
  • Phantom Stock Unit

    [F3][F2]
    Exercise: $0.00From: 2000-01-01Exp: 2000-01-01Common Stock (13,726.328 underlying)
    13,726.328
  • Phantom Stock Units

    [F4][F2]
    Exercise: $0.00From: 2000-01-01Exp: 2000-01-01Common Stock (16,473.691 underlying)
    16,473.691
Footnotes (4)
  • [F1]Represents restricted stock units granted under the Truist Financial Corporation 2022 Incentive Plan, as amended, for which a deferral election has been made pursuant to the Truist Financial Corporation Amended and Restated Non-Employee Directors' Deferred Compensation Plan. Payments in the form of shares of common stock commence following the reporting person's departure from the Board of Directors of Truist Financial Corporation. These securities convert to common stock on a one-for-one basis.
  • [F2]Includes shares acquired as a result of dividend reinvestment since the last reported transaction.
  • [F3]Represents phantom stock units issued prior to the merger under the SunTrust Banks, Inc. Directors' Deferred Compensation Plan with respect to the deferral of meeting and/or retainer fees payable in cash. Payments commence following the reporting person's departure from the Board of Directors of Truist Financial Corporation. These securities convert to the cash equivalent value of Truist common stock on a one-for-one basis.
  • [F4]Represents phantom stock units issued prior to the merger under the SunTrust Banks, Inc. 2009 Stock Plan or 2018 Omnibus Incentive Compensation Plan for which the director made an election to defer receipt until departure from the Board. These securities convert to the cash equivalent value of Truist common stock on a one-for-one basis.
Signature
Carla Brenwald, Attorney-in-fact|2026-02-26

Documents

1 file
  • 4
    f4_a1eus0000085uaxma2-live.xmlPrimary

    PRIMARY DOCUMENT