0000899243-19-028867.txt : 20191210
0000899243-19-028867.hdr.sgml : 20191210
20191210200122
ACCESSION NUMBER: 0000899243-19-028867
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191206
FILED AS OF DATE: 20191210
DATE AS OF CHANGE: 20191210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RATCLIFFE DAVID M
CENTRAL INDEX KEY: 0001195258
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10853
FILM NUMBER: 191278772
MAIL ADDRESS:
STREET 1: 214 N. TRYON STREET
STREET 2: BIN 10115
CITY: CHARLOTTE
STATE: NC
ZIP: 28202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TRUIST FINANCIAL CORP
CENTRAL INDEX KEY: 0000092230
STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021]
IRS NUMBER: 560939887
STATE OF INCORPORATION: NC
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 214 NORTH TRYON STREET
CITY: CHARLOTTE
STATE: NC
ZIP: 28202
BUSINESS PHONE: 3367332000
MAIL ADDRESS:
STREET 1: 214 NORTH TRYON STREET
CITY: CHARLOTTE
STATE: NC
ZIP: 28202
FORMER COMPANY:
FORMER CONFORMED NAME: BB&T CORP
DATE OF NAME CHANGE: 19970527
FORMER COMPANY:
FORMER CONFORMED NAME: SOUTHERN NATIONAL CORP /NC/
DATE OF NAME CHANGE: 19920703
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-12-06
0
0000092230
TRUIST FINANCIAL CORP
TFC
0001195258
RATCLIFFE DAVID M
214 N. TRYON STREET
CHARLOTTE
NC
28202
1
0
0
0
Common Stock
2019-12-06
4
A
0
25900
A
25900
I
Trust
Common Stock
2019-12-06
4
A
0
1645
A
1645
I
LLC
Phantom Stock Unit
2019-12-06
4
A
0
35505
A
Common Stock
35505
35505
D
Phantom Stock Unit
2019-12-06
4
A
0
37749
A
Common Stock
37749
37749
D
Acquired in connection with 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") pursuant to which SunTrust was merged with and into BB&T, effective December 6, 2019 (the "Merger"). Pursuant to the Merger, each issued and outstanding share of SunTrust common stock was converted into the right to receive 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. Following and in connection with the Merger, BB&T changed its name to Truist Financial Corporation ("Truist").
Shares held by a limited liability company that the reporting person controls.
Represents phantom stock units issued under the SunTrust Banks, Inc. 2009 Stock Plan or the SunTrust Banks, Inc. 2018 Omnibus Incentive 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. Following and in connection with the Merger, BB&T changed its name to Truist. Each Truist 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 replaced SunTrust phantom stock units in respect of an aggregate 27,416.688 shares of SunTrust common stock.
Represents phantom stock units issued 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. Following and in connection with the Merger, BB&T changed its name to Truist. Each Truist 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 replaced SunTrust phantom stock units in respect of an aggregate 29,149.597 shares of SunTrust common stock.
Carla Brenwald, Attorney-in-fact
2019-12-10