SEC Form 4 · accession 0000750556-18-000074

SUNTRUST BANKS INC · STI

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

Reporting owner

Mark A Chancy

Officer — Vice Chairman, Consumer Exec.

Period of report

Feb 21, 2018

Accepted (ET)

Feb 23, 2018 · 12:48 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 21, 2018	M	8,185	$71.45	A	158,140	D
Common Stock	Feb 21, 2018	F	3,520	$71.45	D	154,620	D
Common Stock^F1	holding	—	—		—	1,313	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
Common Stock^F6	—	Feb 21, 2018	M	8,185	D	Feb 21, 2017	Feb 21, 2018	Common Stock	8,185	0	D
Phantom Stock^F8	—	holding	—	—	—	—	—	Common Stock	2,469	2,469	D
Phantom Stock^F5	—	holding	—	—	—	Feb 9, 2019	Feb 9, 2019	Common Stock	4,886	4,886	D
Phantom Stock^F5	—	holding	—	—	—	Feb 9, 2019	Feb 9, 2019	Common Stock	45,235	45,235	D
Phantom Stock^F5	—	holding	—	—	—	Feb 9, 2020	Feb 9, 2020	Common Stock	45,235	45,235	D
Option^F2	$9.06	holding	—	—	—	Feb 10, 2012	Feb 10, 2019	Common Stock	40,000	40,000	D
Option^F3	$29.20	holding	—	—	—	Apr 1, 2012	Apr 1, 2021	Common Stock	27,716	27,716	D
Option^F3	$21.67	holding	—	—	—	—	Feb 14, 2022	Common Stock	55,400	55,400	D
Option^F3	$27.41	holding	—	—	—	Feb 26, 2014	Feb 26, 2023	Common Stock	14,949	14,949	D
Option^F3	$27.41	holding	—	—	—	Feb 26, 2015	Feb 26, 2023	Common Stock	14,949	14,949	D
Option^F3	$27.41	holding	—	—	—	Feb 26, 2016	Feb 26, 2023	Common Stock	14,948	14,948	D
Phantom Stock^F4	—	holding	—	—	—	Feb 14, 2018	Feb 14, 2020	Common Stock	8,156	5,375	D
Phantom Stock^F7	—	holding	—	—	—	Feb 13, 2019	—	Common Stock	4,417	4,417	D
Phantom Stock^F7	—	holding	—	—	—	Feb 13, 2020	—	Common Stock	4,417	4,417	D
Phantom Stock^F7	—	holding	—	—	—	Feb 13, 2021	—	Common Stock	4,417	4,417	D

Explanation of responses

F1Because 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.
F2Granted pursuant to the SunTrust Banks, Inc. 2004 Stock Plan.
F3Granted pursuant to the SunTrust Banks, Inc. 2009 Stock Plan. Award vests annually over the next three years.
F4Represents time-vested restricted stock unit award granted on February 14, 2017 under the SunTrust Banks, Inc. 2009 Stock Plan. The plan is exempt under Rule 16b-3. Award will be settled in Shares of common stock. The Restricted Unit award agreements contain tax withholding provisions which allow us to satisfy tax withholding obligations by netting shares.
F5Represents 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-03. Units will be settled in shares. The award agreement contains tax withholding features which allow us to withhold units to satisfy withholding obligations.
F6Represents performance stock which was granted on February 21, 2014 and which vested on February 21, 2017. Award is settled in common stock. Because exceptional performance resulted 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.
F7Represents time-vested restricted stock units granted on February 13, 2018 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 tax withholding obligations.
F8The phantom stock units were acquired under SunTrust Banks, Inc.'s Deferred Compensation Plan. These units convert to common stock on a one-for-one basis.