SEC Form 4 · accession 0000750556-16-000249
SUNTRUST BANKS INC · STI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William H Rogers Jr.
Officer — Chairman and CEO
Period of report
Feb 19, 2016
Accepted (ET)
Feb 23, 2016 · 2:33 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 | Feb 19, 2016 | M | 13,988 | $34.15 | A | 295,768 | D | |
| Common Stock | Feb 19, 2016 | F | 6,379 | $34.15 | D | 289,389 | D | |
| Common StockF2 | holding | — | — | — | 8,125 | I | 401(k) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom StockF6 | — | Feb 19, 2016 | M | 13,988 | D | Feb 21, 2016 | — | Common Stock | 13,988 | 0 | D |
| Phantom StockF3 | — | holding | — | — | — | — | — | Common Stock | 1,785 | 1,785 | D |
| Phantom StockF5 | — | holding | — | — | — | — | — | Common Stock | 17,813 | 17,813 | D |
| Phantom StockF6 | — | holding | — | — | — | Feb 21, 2017 | — | Common Stock | 13,450 | 13,450 | D |
| Phantom StockF7 | — | holding | — | — | — | Feb 10, 2017 | — | Common Stock | 12,221 | 12,221 | D |
| Phantom StockF7 | — | holding | — | — | — | Feb 10, 2018 | — | Common Stock | 12,221 | 12,221 | D |
| Phantom StockF1 | — | holding | — | — | — | Feb 9, 2017 | Feb 9, 2017 | Common Stock | 13,586 | 13,586 | D |
| Phantom StockF1 | — | holding | — | — | — | Feb 9, 2018 | Feb 9, 2018 | Common Stock | 13,586 | 13,586 | D |
| Phantom StockF1 | — | holding | — | — | — | Feb 9, 2019 | Feb 9, 2019 | Common Stock | 13,587 | 13,587 | D |
| OptionF4 | $85.06 | holding | — | — | — | Feb 13, 2010 | Feb 13, 2017 | Common Stock | 35,000 | 35,000 | D |
| OptionF4 | $64.58 | holding | — | — | — | Feb 12, 2011 | Feb 12, 2018 | Common Stock | 88,800 | 88,800 | D |
| OptionF4 | $29.54 | holding | — | — | — | Dec 31, 2011 | Dec 31, 2018 | Common Stock | 100,000 | 100,000 | D |
| OptionF5 | $9.06 | holding | — | — | — | Feb 10, 2012 | Feb 10, 2019 | Common Stock | 250,000 | 250,000 | D |
| OptionF5 | $29.20 | holding | — | — | — | Apr 1, 2012 | Apr 1, 2021 | Common Stock | 84,439 | 84,439 | D |
| OptionF5,F6 | $21.67 | holding | — | — | — | — | Feb 14, 2022 | Common Stock | 136,200 | 136,200 | D |
| OptionF5 | $27.41 | holding | — | — | — | Feb 26, 2014 | Feb 26, 2023 | Common Stock | 36,707 | 36,707 | D |
| OptionF5 | $27.41 | holding | — | — | — | Feb 26, 2015 | Feb 26, 2023 | Common Stock | 36,707 | 36,707 | D |
| OptionF5 | $27.41 | holding | — | — | — | Feb 26, 2016 | Feb 26, 2023 | Common Stock | 36,707 | 36,707 | D |
Explanation of responses
- F1Represents time-vested restricted stock units granted on February 9, 2016 under the sunTrust Banks, Inc. 2009 Stock Plan. The plan is exempt under Rule 16b-3. Units will be settled in shares. The award agreement contains tax withholding features which allow us to withhold units to satisfy withholding obligations.
- F2Because the stock fund component of the 401(k) Plan is accounted for in unit accounting, the number of share equivalents varies based on the closing price of SunTrust stock on the applicable measurement date.
- F3The phantom stock units were acquired under the SunTrust Banks, Inc. Deferred Compensation Plan and convert to common stock on a one-to-one basis.
- F4Granted pursuant to the SunTrust Banks, Inc. 2004 Stock Plan.
- F5Granted pursuent to the SunTrust Banks, Inc. 2009 Stock Plan.
- F6Represents 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.
- F7Represents 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.