SEC Form 4 · accession 0001225208-15-016393
TRUIST FINANCIAL CORP · TFC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christine Sears
Director
Period of report
Aug 1, 2015
Accepted (ET)
Aug 4, 2015 · 4:40 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000092230
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 1, 2015 | A | 6,840 | $0.00 | A | 6,840 | D | |
| Common StockF2 | Aug 1, 2015 | A | 62 | $0.00 | A | 62 | I | By Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F4,F3 | $61.85 | Aug 1, 2015 | A | 1,058 | A | Feb 27, 2008 | Feb 26, 2018 | Common Stock | 1,058 | 1,058 | D |
| Stock Option (right to buy)F5,F3 | $24.86 | Aug 1, 2015 | A | 1,058 | A | Feb 27, 2009 | Feb 26, 2019 | Common Stock | 1,058 | 1,058 | D |
| Stock Option (right to buy)F6,F3 | $23.47 | Aug 1, 2015 | A | 1,058 | A | Jul 20, 2010 | Jul 17, 2020 | Common Stock | 1,058 | 1,058 | D |
Explanation of responses
- F1Received in exchange for 27,040 shares of Susquehanna Bancshares, Inc. common stock in connection with the merger of Susquehanna Bancshares, Inc. into BB&T Corporation (the "Merger"). Pursuant to the Merger Agreement, each issued and outstanding share of Susquehanna Bancshares, Inc. was exchanged for 0.253 shares of BB&T Corporation common stock and $4.05 of cash.
- F2Received in exchange for 248 shares of Susquehanna Bancshares, Inc. common stock in connection with the merger of Susquehanna Bancshares, Inc. into BB&T Corporation (the "Merger"). Pursuant to the Merger Agreement, each issued and outstanding share of Susquehanna Bancshares, Inc. was exchanged for 0.253 shares of BB&T Corporation common stock and $4.05 of cash.
- F3Pursuant to the Merger Agreement, the option became fully vested on August 1, 2015.
- F4Received in the Merger in exchange for a stock option to acquire 3,000 shares of Susquehanna Bancshares, Inc. common stock for $21.82 per share.
- F5Received in the Merger in exchange for a stock option to acquire 3,000 shares of Susquehanna Bancshares, Inc. common stock for $8.77 per share.
- F6Received in the Merger in exchange for a stock option to acquire 3,000 shares of Susquehanna Bancshares, Inc. common stock for $8.28 per share.