FITZSIMMONS ELLEN M 4
4 · TRUIST FINANCIAL CORP · Filed Feb 10, 2022
Insider Transaction Report
Form 4
FITZSIMMONS ELLEN M
Former Chief Legal Officer
Transactions
- Exercise/Conversion
Common Stock
2022-02-08$65.85/sh+10,544.083$694,328→ 45,678.083 total - Tax Payment
Common Stock
2022-02-08$65.85/sh−3,618$238,245→ 42,060.083 total - Exercise/Conversion
Restricted Stock Units
[F2][F1]2022-02-08−10,544.083→ 0 totalExercise: $0.00From: 2022-02-08Exp: 2022-02-08→ Common Stock (10,544.083 underlying)
Holdings
- 54(indirect: By Trust)
Common Stock
- 396.022
Restricted Stock Unit
[F3][F1]Exercise: $0.00From: 2021-02-13Exp: 2021-02-13→ Common Stock (396.022 underlying) - 51,891.782
Restricted Stock Units
[F2][F1]Exercise: $0.00From: 2022-10-01Exp: 2022-10-01→ Common Stock (51,891.782 underlying)
Footnotes (3)
- [F1]Includes shares acquired as a result of dividend reinvestment since the last reported transaction.
- [F2]Represents time-vested restricted stock units, each convertible into one share of common stock, under the SunTrust Banks, Inc. 2009 Stock Plan or the SunTrust Banks, Inc. 2018 Omnibus Incentive Compensation Plan. Pursuant to the Merger Agreement at the effective time of the Merger, each outstanding SunTrust time-vested restricted stock unit automatically converted into a Truist time-vested restricted stock unit convertible into shares of Truist common stock, with the number of underlying shares of Truist common stock determined as set forth in the Merger Agreement. Each Truist time-vested restricted stock unit is subject to the same terms and conditions (including vesting terms) as applied to the corresponding SunTrust time-vested restricted stock unit immediately prior to the effective time of the Merger.
- [F3]Represents performance-vested restricted stock units, each convertible into one share of common stock, under the SunTrust Banks, Inc. 2009 Stock Plan. Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding SunTrust performance-vested restricted stock unit automatically converted into a Truist restricted stock unit convertible into shares of Truist common stock, with the number of underlying shares of Truist common stock determined as set forth in the Merger Agreement. Each Truist restricted stock unit is subject to the same terms and conditions (including service-based vesting terms) as applied to the corresponding SunTrust performance-vested restricted stock unit immediately prior to the effective time of the Merger. If performance results in the award vesting at greater than 130% of target, the amount that vested in excess of 130% is subject to a one-year deferral.
Signature
Carla Brenwald, Attorney-in-fact|2022-02-10