SEC Form 4 · accession 0001225208-18-003881

TRUIST FINANCIAL CORP · TFC

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

Reporting owner

Clarke R Starnes III

Officer — Sr. Executive Vice President

Period of report

Feb 20, 2018

Accepted (ET)

Feb 22, 2018 · 7:00 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 Stock^F1	Feb 20, 2018	A	7,744	$0.00	A	107,933	D
Common Stock^F2	Feb 20, 2018	A	6,421	$0.00	A	114,354	D
Common Stock^F3	Feb 20, 2018	A	4,015	$0.00	A	118,369	D
Common Stock	Feb 21, 2018	M	22,629	$37.55	A	140,998	D
Common Stock^F4	Feb 21, 2018	S	22,629	$55.3989	D	118,369	D
Common Stock	holding	—	—		—	12,857	I	By 401(k)
Common Stock	holding	—	—		—	7,663	I	By IRA

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)^F5	$38.22	Feb 20, 2018	A	12,522	A	Mar 15, 2016	Feb 24, 2025	Common Stock	12,522	37,565	D
Stock Option (right to buy)^F6	$32.10	Feb 20, 2018	A	16,059	A	Mar 15, 2017	Feb 23, 2026	Common Stock	16,059	32,117	D
Stock Option (right to buy)^F7	$37.55	Feb 21, 2018	M	22,629	D	Feb 25, 2015	Feb 25, 2024	Common Stock	22,629	0	D

Explanation of responses

F1On February 23, 2016, the reporting person was granted 23,232 restricted stock units, which shall vest and become earned ratably over three years based on certain performance criteria for each vesting year ending March 15, 2017, 2018, and 2019. The performance criteria for 2018 were met, resulting in 7,744 restricted stock units being earned.
F2On February 24, 2015, the reporting person was granted 19,264 restricted stock units, which shall vest and become earned ratably over three years based on certain performance criteria for each vesting year ending March 15, 2016, 2017, and 2018. The performance criteria for 2018 were met, resulting in 6,421 restricted stock units being earned.
F3On February 21, 2017, the reporting person was granted 12,048 restricted stock units, which shall vest and become earned ratably over three years based on certain performance criteria for each vesting year ending March 15, 2018, 2019, and 2020. The performance criteria for 2018 were met, resulting in 4,015 restricted stock units being earned.
F4The price in Column 4 is a weighted average price. The prices actually received ranged from $55.3100 to $55.4900. 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.
F5On February 24, 2015, the reporting person was granted an option to purchase 37,565 shares of common stock. The option vests ratably over three years based on certain performance criteria for each vesting year ending March 15, 2016, 2017, and 2018. The performance criteria for 2018 were met, resulting in 12,522 options being earned.
F6On February 23, 2016, the reporting person was granted an option to purchase 48,175 shares of common stock. The option vests ratably over three years based on certain performance criteria for each vesting year ending March 15, 2017, 2018, and 2019. The performance criteria for 2018 were met, resulting in 16,059 options being earned.
F7On February 25, 2014, the reporting person was granted an option to purchase 22,629 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 2017 were met, resulting in 7,544 options being earned.