0000750556-19-000218.txt : 20191209 0000750556-19-000218.hdr.sgml : 20191209 20191209144915 ACCESSION NUMBER: 0000750556-19-000218 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191206 FILED AS OF DATE: 20191209 DATE AS OF CHANGE: 20191209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Donahue Paul D CENTRAL INDEX KEY: 0001409902 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08918 FILM NUMBER: 191275056 MAIL ADDRESS: STREET 1: 214 N. TRYON STREET CITY: CHARLOTTE STATE: NC ZIP: 28202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SUNTRUST BANKS INC CENTRAL INDEX KEY: 0000750556 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 581575035 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 303 PEACHTREE ST NE CITY: ATLANTA STATE: GA ZIP: 30308 BUSINESS PHONE: 4045887711 MAIL ADDRESS: STREET 1: 303 PEACHTREE ST NE CITY: ATLANTA STATE: GA ZIP: 30308 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2019-12-06 1 0000750556 SUNTRUST BANKS INC STI 0001409902 Donahue Paul D 303 PEACHTREE STREET, N.E. ATLANTA GA 30308 1 0 0 0 Phantom Stock Units 2019-12-06 4 D 0 2257.322 D Common Stock 2257.322 0 D Phantom Stock Units 2019-12-06 4 D 0 1058.856 D Common Stock 1058.856 0 D Represents phantom stock units under the SunTrust Banks, Inc. 2018 Omnibus Incentive Compensation Plan. Pursuant to the Agreement and Plan of Merger by and between SunTrust Banks, Inc. ("SunTrust") and BB&T Corporation ("BB&T"), dated February 7, 2019 and amended as of June 14, 2019 (the "Merger Agreement"), SunTrust was merged with and into BB&T on December 6, 2019 (the "Merger"). Pursuant to the Merger, each issued and outstanding share of SunTrust common stock was exchanged for 1.295 shares of BB&T common stock. The closing price of BB&T common stock on the New York Stock Exchange on the effective date of the Merger was $54.24. Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding SunTrust phantom stock unit automatically converted into a BB&T phantom stock unit in respect of shares of BB&T common stock, with the number of underlying shares of BB&T common stock determined as set forth in the Merger Agreement. Each BB&T phantom stock unit is subject to the same terms and conditions (including service-based vesting terms) as applied to the corresponding SunTrust phantom stock unit immediately prior to the effective time of the Merger. These phantom stock units were replaced with BB&T phantom stock units in respect of an aggregate 2,923 shares of BB&T common stock. Represents phantom stock units under the SunTrust Banks, Inc. Directors' Deferred Compensation Plan. Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding SunTrust phantom stock unit automatically converted into a BB&T phantom stock unit in respect of shares of BB&T common stock, with the number of underlying shares of BB&T common stock determined as set forth in the Merger Agreement. Each BB&T phantom stock unit is subject to the same terms and conditions (including service-based vesting terms) as applied to the corresponding SunTrust phantom stock unit immediately prior to the effective time of the Merger. These phantom stock units were replaced with BB&T phantom stock units in respect of an aggregate 1,371 shares of BB&T common stock. Curt Phillips, Attorney-in-Fact for Paul D. Donahue 2019-12-09