SEC Form 4 · accession 0000750556-15-000048

SUNTRUST BANKS INC · STI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Aleem Gillani

Officer — Corp. Exex. Vice Pres and CFO

Period of report

Feb 13, 2015

Accepted (ET)

Feb 17, 2015 · 4:50 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000750556

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Feb 13, 2015	M	8,865	$41.57	A	118,078	D
Common Stock	Feb 13, 2015	M	26,647	$41.57	A	144,725	D
Common Stock	Feb 13, 2015	F	10,560	$41.57	D	134,165	D
Common Stock^F3	holding	—	—		—	7,002	I	401(k)
Common Stock^F2	holding	—	—		—	1,500	I	Custodial Account

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Phantom Stock^F5	—	Feb 13, 2015	M	8,865	D	Feb 14, 2014	Feb 14, 2022	Common Stock	8,865	0	D
Phantom Stock^F4	—	holding	—	—	—	—	—	Common Stock	1,014	1,014	D
Phantom Stock^F7	—	holding	—	—	—	Feb 21, 2015	—	Common Stock	3,423	3,423	D
Phantom Stock^F7	—	holding	—	—	—	Feb 21, 2016	—	Common Stock	3,424	3,424	D
Phantom Stock^F7	—	holding	—	—	—	Feb 21, 2017	—	Common Stock	3,424	3,424	D
Phantom Stock^F8	—	holding	—	—	—	Feb 10, 2016	—	Common Stock	3,111	3,111	D
Phantom Stock^F8	—	holding	—	—	—	Feb 10, 2017	—	Common Stock	3,111	3,111	D
Phantom Stock^F8	—	holding	—	—	—	Feb 10, 2018	—	Common Stock	3,111	3,111	D
Option^F6	$21.67	holding	—	—	—	—	Feb 14, 2022	Common Stock	14,800	14,799	D
Option^F6	$27.41	holding	—	—	—	Feb 26, 2015	Feb 26, 2023	Common Stock	11,464	11,464	D
Option^F6	$27.41	holding	—	—	—	Feb 26, 2016	Feb 26, 2023	Common Stock	11,464	11,464	D

Explanation of responses

F1Granted under the SunTrust Banks, Inc. 2009 Stock Plan. The plan is exempt under SEC Rule 16b-3.
F2Shares are held in a custodial account for the benefit of an adult familiy member over which account the reporting person has investment and voting control.
F3Because the stock fund component of the 401(k) Plan is accounted for in unit accounting, the number of share equivalents vares based on the closing price of SunTrust stock on the applicable measurement date.
F4Acquired under the SunTrust Banks, Inc. Deferred Compensation Plan. These convert to common stock on a one-for-one basis.
F5Represents satisfaction of return on asset performance condition of performance-vested restricted stock units granted on 2/14/2012. Granted under the 2009 Stock Plan. Award will settle in shares in February, 2015.
F6Granted pursuant to the SunTrust Banks, inc. 2009 Stock Plan. One third of the award vests each year for three years.
F7Represents time-vested phantom stock granted on February 21, 2014 under the SunTrust Banks, Inc. 2009 Stock Plan. The plan is exempt under Rule 16b-3. The restricted stock unit agreements contain tax withholding provisions which allow us to withhold units to satisfy tax withholding obligations. Units will be settled in shares.
F8Represents time-vested restricted stock units granted on February 10, 2015 under the 2009 Stock Plan. the Plan is exempt under Rule 16b-3. The restricted stock unit award agreements contain tax withholding features which allow us to withhold units to satisfly withholding obligations. Units will be settled in shares.