Joseph M. Thompson - Mar 15, 2022 Form 4 Insider Report for TRUIST FINANCIAL CORP (TFC)

Role
Sr. Executive Vice President
Signature
Carla Brenwald, Attorney-in-fact
Stock symbol
TFC
Transactions as of
Mar 15, 2022
Transactions value $
-$67,303
Form type
4
Date filed
3/16/2022, 06:09 PM
Previous filing
Feb 23, 2022
Next filing
Oct 4, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TFC Common Stock Tax liability -$67.3K -1.16K -2.09% $58.02 54.5K Mar 15, 2022 Direct F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding TFC Phantom Stock Unit 1.61K Mar 15, 2022 Common Stock 1.61K $0.00 Direct F1, F2
holding TFC Restricted Stock Units 65.4K Mar 15, 2022 Common Stock 65.4K $0.00 Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents phantom stock units under the SunTrust Banks, Inc. 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 Truist phantom stock unit in respect of 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 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.
F2 Includes shares acquired as a result of dividend reinvestment since the last reported transaction.
F3 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.
F4 Includes 0.452 shares acquired (after withholding for taxes) as a result of dividend equivalents being paid on a prior performance unit award that distributed on February 11, 2022, which was the record date for Truist's first quarter dividend.