Home/Filings/4/0001225208-20-003716
4//SEC Filing

CLEMENT DALLAS S 4

Accession 0001225208-20-003716

CIK 0000092230other

Filed

Feb 26, 7:00 PM ET

Accepted

Feb 27, 5:11 PM ET

Size

9.6 KB

Accession

0001225208-20-003716

Insider Transaction Report

Form 4
Period: 2020-02-25
Transactions
  • Award

    Common Stock

    2020-02-25+2,9232,923 total
Holdings
  • Phantom Stock Units

    Common Stock (12,556 underlying)
    12,556
  • Phantom Stock Unit

    Common Stock (10,462 underlying)
    10,462
Footnotes (6)
  • [F1]Grant of Restricted Stock Units which cliff vest on December 31, 2020.
  • [F2]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.
  • [F3]These phantom stock units replaced SunTrust phantom stock units in respect of an aggregate 8,078.967 shares of SunTrust common stock.
  • [F4]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 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") 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").
  • [F5]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 9,695.661 shares of SunTrust common stock.

Documents

1 file

Issuer

TRUIST FINANCIAL CORP

CIK 0000092230

Entity typeother

Related Parties

1
  • filerCIK 0001198477

Filing Metadata

Form type
4
Filed
Feb 26, 7:00 PM ET
Accepted
Feb 27, 5:11 PM ET
Size
9.6 KB