TRUIST FINANCIAL CORP — Director's Dealing 2021

Feb 25, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRUIST FINANCIAL CORP (TFC)
CIK: 0000092230
Period of Report: 2021-02-22

Reporting Person: Starnes Clarke R III (Chief Risk Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-22	Common Stock	A	13435.0000	$0.0000	Acquired	147465.0000	Direct
2021-02-22	Common Stock	A	4296.0000	$0.0000	Acquired	151761.0000	Direct
2021-02-22	Common Stock	A	4255.0000	$0.0000	Acquired	156016.0000	Direct
2021-02-22	Common Stock	A	3583.0000	$0.0000	Acquired	159599.0000	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	14310.2760	Indirect
Common Stock	7715.0000	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy)	$38.2200	2025-02-24	Common Stock (37565.0000)	37565.0000	Direct

Footnotes

F1: On February 20, 2018, the reporting person was granted 10,748 performance-vested restricted stock units at the Target Level of Achievement, which vest and become earned based on the pre-established three-year (January 1, 2018 through December 31, 2020) performance period's ROCE and TSR performance measures. Transaction represents the satisfaction of performance measures at greater than the Target Level of Achievement, resulting in 13,435 shares being earned.

F2: On February 24, 2020, the reporting person was granted 17,184 restricted stock units, which shall vest and become earned ratably over four years based on certain performance criteria for each vesting year ending March 15, 2021, 2022, 2023 and 2024. The performance criteria for 2021 were met, resulting in 4,296 restricted stock units being earned.

F3: On February 26, 2019, the reporting person was granted 12,765 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, 2020, 2021, and 2022. The performance criteria for 2021 were met, resulting in 4,255 restricted stock units being earned.

F4: On February 20, 2018, the reporting person was granted 10,748 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, 2019, 2020, and 2021. The performance criteria for 2021 were met, resulting in 3,583 restricted stock units being earned.

F5: On 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.