SKAINS THOMAS E 4

What Happened
Thomas E. Skains, a director of Truist Financial Corporation (TFC), received a grant of 4,027 restricted stock units (RSUs) on February 24, 2026. The RSUs are recorded at $0.00 (a grant/award rather than a purchase) and are derivative awards that convert one‑for‑one into common shares under the terms described below.

Key Details

• Transaction date: 2026-02-24 (Form 4 filed 2026-02-26 — filed promptly after the transaction).
• Grant: 4,027 restricted stock units (RSUs); reported price $0.00 (award).
• Shares owned after transaction: not specified in the provided excerpt.
• Footnote F1: These RSUs were granted under the Truist Financial Corporation 2022 Incentive Plan and have been deferred under the Amended and Restated Non‑Employee Directors' Deferred Compensation Plan; payments in shares commence after the reporting person leaves the Board. RSUs convert to common stock on a one‑for‑one basis.
• Footnote F2: References shares acquired via dividend reinvestment since the last reported transaction (as applicable to reported ownership).
• Filing timeliness: Form 4 was filed two days after the grant date, consistent with routine reporting deadlines.

Context
This is a standard director compensation award (deferred RSUs), not an open‑market purchase or sale. RSU grants compensate service on the board and do not by themselves indicate personal buying or selling intent; they convert to common stock upon the director’s departure per the deferred compensation plan.