SEC Form 4 · accession 0001225208-17-001747
TRUIST FINANCIAL CORP · TFC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kelly S King
Officer — Chairman and CEO · Director
Period of report
Jan 24, 2017
Accepted (ET)
Jan 26, 2017 · 5:03 pm EST
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 | Jan 24, 2017 | M | 164,062 | $27.75 | A | 453,912 | D | |
| Common Stock | Jan 24, 2017 | M | 126,294 | $44.15 | A | 580,206 | D | |
| Common StockF2 | Jan 24, 2017 | S | 290,356 | $45.511 | D | 289,850 | D | |
| Common StockF3 | holding | — | — | — | 7,138 | I | By 401(k) | |
| Common StockF4 | holding | — | — | — | 97,450 | I | By IRA | |
| Common StockF5 | holding | — | — | — | 59,464 | 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)F6 | $44.15 | Jan 24, 2017 | M | 126,294 | D | Feb 20, 2008 | Feb 20, 2017 | Common Stock | 126,294 | 0 | D |
| Stock Option (right to buy)F7 | $27.75 | Jan 24, 2017 | M | 164,062 | D | Feb 23, 2011 | Feb 23, 2020 | Common Stock | 164,062 | 0 | D |
| Stock Option (right to buy)F8 | $27.73 | holding | — | — | — | Feb 22, 2012 | Feb 22, 2021 | Common Stock | 126,372 | 126,372 | D |
| Stock Option (right to buy)F9 | $30.08 | holding | — | — | — | Feb 26, 2014 | Feb 26, 2023 | Common Stock | 101,806 | 101,806 | D |
| Stock Option (right to buy)F10 | $30.09 | holding | — | — | — | Feb 21, 2013 | Feb 21, 2022 | Common Stock | 180,789 | 180,789 | D |
| Stock Option (right to buy)F11 | $37.55 | holding | — | — | — | Feb 25, 2015 | Feb 25, 2024 | Common Stock | 47,738 | 47,738 | D |
| Stock Option (right to buy)F12 | $38.22 | holding | — | — | — | Mar 15, 2016 | Feb 24, 2025 | Common Stock | 40,237 | 40,237 | D |
Explanation of responses
- F1Includes 3,874.955 shares acquired in September 2016 and December 2016, under the Issuer's Dividend Reinvestment Plan.
- F10The option is exercisable in four equal annual installments beginning on 02/21/2013.
- F11On February 25, 2014, the reporting person was granted an option to purchase 71,611 shares of common stock. The option vests ratably over three years based on certain performance criteria for each vesting year ending February 25, 2015, 2016, and 2017. The performance criteria for 2016 were met, resulting in vesting of the option as to 23,871 shares.
- F12On February 24, 2015, the reporting person was granted an option to purchase 120,714 shares of common stock. The option vests ratably over three years based on certain performance criteria for each vesting year March 15, 2016, 2017, and 2018. The performance criteria for 2016 were met, resulting in vesting of the option as to 40,237 shares.
- F2The price in Column 4 is a weighted average price. The prices actually received ranged from $45.4200 to $45.6300. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
- F3Includes 98.159 shares acquired between July 1, 2016 and December 31, 2016, under the Issuer's 401(k) plan. The information in this report is based on plan statements dated July 1, 2016 through December 31, 2016.
- F4Includes 1,387.224 shares acquired in September 2016 and December 2016, under Dividend Reinvestment Plans.
- F5Includes 847.507 shares acquired in September 2016 and December 2016, under the Issuer's Dividend Reinvestment Plan.
- F6The option is exercisable in five equal annual installments beginning on 2/20/2008.
- F7The option is exercisable in four equal annual installments beginning on 02/23/2011.
- F8The option is exercisable in four equal annual installments beginning on 2/22/2012.
- F9The option is exercisable in three equal annual installments beginning on 02/26/2014.