Bender Bradley D 4
4 · TRUIST FINANCIAL CORP · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
Truist (TFC) CRO Bradley Bender Exercises RSUs; 841 Shares Sold
What Happened
- Bradley D. Bender, Chief Risk Officer of Truist Financial Corp (TFC), had 2,604 restricted stock units (RSUs) convert into 2,604 shares on February 13, 2026 (reported as an exercise/conversion of a derivative — code M). To satisfy tax withholding, 841 of those shares were disposed/sold at $51.90 each, generating $43,648 (code F). The conversion shows an effective acquisition price of $0.00 per share because these were RSUs, not option purchases.
Key Details
- Transaction date: February 13, 2026.
- Conversion: 2,604 RSUs → 2,604 shares (reported at $0.00 per share; code M).
- Tax withholding sale: 841 shares sold at $51.90 each for $43,648 (code F).
- Shares owned after transaction: not specified in the filing.
- Footnotes: Several prior RSU grants are listed (2022–2025) with scheduled vesting through 2029; the converted shares came from vested RSUs (see footnotes F1–F7 in the filing).
- Filing timeliness: Form was filed Feb 18, 2026 for a Feb 13 transaction — appears to be filed after the typical two-business-day window (i.e., late by one business day).
Context
- This was a routine RSU vesting and tax-withholding transaction, not an open-market purchase or a direct investment signal. RSUs convert to shares (no cash exercise price), and companies commonly sell or withhold shares to cover required tax withholding. Such transactions are typically administrative and do not necessarily indicate the insider’s market view.
Insider Transaction Report
Form 4
Bender Bradley D
Chief Risk Officer
Transactions
- Exercise/Conversion
Common Stock
2026-02-13+2,604→ 3,104 total - Tax Payment
Common Stock
2026-02-13$51.90/sh−841$43,648→ 2,263 total - Exercise/Conversion
Restricted Stock Units
[F1]2026-02-13−2,604→ 0 total→ Common Stock (2,604 underlying)
Holdings
- 803
Restricted Stock Units
[F2]Exercise: $0.00From: 2024-03-15Exp: 2026-03-15→ Common Stock (803 underlying) - 5,790
Restricted Stock Units
[F3]Exercise: $0.00From: 2025-03-15Exp: 2027-03-15→ Common Stock (5,790 underlying) - 16,149
Restricted Stock Units
[F4]Exercise: $0.00From: 2026-06-01Exp: 2026-06-01→ Common Stock (16,149 underlying) - 12,366
Restricted Stock Units
[F5]Exercise: $0.00From: 2026-03-15Exp: 2028-03-15→ Common Stock (12,366 underlying) - 18,202
Restricted Stock Units
[F6]→ Common Stock (18,202 underlying) - 883
Restricted Stock Units
[F7]→ Common Stock (883 underlying)
Footnotes (7)
- [F1]On February 1, 2022, the reporting person was granted 7,810 restricted stock units, vesting in three equal installments on February 15, 2024, February 15, 2025, and February 15, 2026. Each restricted stock unit represents a right to receive one share of TFC common stock.
- [F2]On February 22, 2022, the reporting person was granted 2,412 restricted stock units, vesting in three equal installments on March 15, 2024, March 15, 2025, and March 15, 2026. Each restricted stock unit represents a right to receive one share of TFC common stock.
- [F3]On February 27, 2023, the reporting person was granted 8,686 restricted stock units, vesting in three equal installments on March 15, 2025, March 15, 2026, and March 15, 2027. Each restricted stock unit represents a right to receive one share of TFC common stock.
- [F4]On June 1, 2023, the reporting person was granted 16,149 restricted stock units, which cliff vest on June 1, 2026. Each restricted stock unit represents a right to receive one share of TFC common stock.
- [F5]On February 26, 2024, the reporting person was granted 12,366 restricted stock units, vesting in three equal installments on March 15, 2026, March 15, 2027, and March 15, 2028. Each restricted stock unit represents a right to receive one share of TFC common stock.
- [F6]On February 24, 2025, the reporting person was granted 18,202 restricted stock units, vesting in three equal installments on March 15, 2027, March 15, 2028, and March 15, 2029. Each restricted stock unit represents a right to receive one share of TFC common stock.
- [F7]On February 28, 2025, the reporting person was granted 883 restricted stock units, vesting in three equal installments on March 15, 2027, March 15, 2028, and March 15, 2029. Each restricted stock unit represents a right to receive one share of TFC common stock.
Signature
Carla Brenwald, Attorney-in-fact|2026-02-18