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  4. [Form 4] TRUIST FINANCIAL CORP Insider Trading Activity

Truist CEO granted 351,941 RSUs in equity awards

Truist Financial’s President & CEO received two multi-year restricted stock unit awards tied to future vesting dates.

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

TRUIST FINANCIAL CORP (symbol: TFC) is the issuer of record for a Form 4 filing submitted to the SEC. Lyons Michael P. reported acquisition or exercise transactions in this Form 4 filing.

TRUIST FINANCIAL CORP (TFC) reported that President & CEO and director Michael P. Lyons received two equity awards on September 1, 2026. He was granted 84,951 restricted stock units vesting in one-third increments on March 15, 2028, March 15, 2029, and March 15, 2030, and 266,990 restricted stock units vesting in three equal installments on September 1, 2027, September 1, 2028, and September 1, 2029. Each restricted stock unit represents a right to receive one share of TFC common stock.

Positive

  • None.

Negative

  • None.
Insider Lyons Michael P.
Role President & CEO
Type Security Shares Price Value
Grant/Award Restricted Stock Units F1 84,951 $0.00 $0.00
Grant/Award Restricted Stock Units F2 266,990 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 351,941 contracts (Direct)
Footnotes (2)
  1. F1. On September 1, 2026, the reporting person was granted 84,951 restricted stock units, vesting in one-third increments on March 15, 2028, March 15, 2029, and March 15, 2030. Each restricted stock unit represents a right to receive one share of TFC common stock.
  2. F2. On September 1, 2026, the reporting person was granted 266,990 restricted stock units, vesting in three equal installments on September 1, 2027, September 1, 2028, and September 1, 2029. Each restricted stock unit represents a right to receive one share of TFC common stock.
RSU grant 1 84,951 restricted stock units Granted to Michael P. Lyons on September 1, 2026; vests in thirds on March 15, 2028, March 15, 2029, and March 15, 2030
RSU grant 2 266,990 restricted stock units Granted to Michael P. Lyons on September 1, 2026; vests in three equal installments on September 1, 2027, September 1, 2028, and September 1, 2029
Total RSUs granted 351,941 restricted stock units Combined RSU awards to Michael P. Lyons on September 1, 2026
First vesting date (Grant 1) March 15, 2028 Initial one-third vesting date for the 84,951-unit RSU grant
First vesting date (Grant 2) September 1, 2027 Initial installment vesting date for the 266,990-unit RSU grant
Restricted Stock Units financial
"the reporting person was granted 84,951 restricted stock units, vesting in one-third"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
vesting financial
"84,951 restricted stock units, vesting in one-third increments on March 15, 2028"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
TFC common stock financial
"Each restricted stock unit represents a right to receive one share of TFC common stock"

FAQ

What insider transactions did TFC report for Michael P. Lyons on this Form 4?
The filing reports two equity compensation grants to Michael P. Lyons on September 1, 2026, consisting of 84,951 restricted stock units and 266,990 restricted stock units, each representing the right to receive one share of TFC common stock upon vesting.

How many restricted stock units were granted to the TFC CEO in total?
Michael P. Lyons received a total of 351,941 restricted stock units, made up of one grant of 84,951 units and another of 266,990 units. Each unit represents a right to receive one share of Truist Financial Corp common stock, subject to vesting schedules.

What is the vesting schedule for the 84,951 TFC restricted stock units?
The 84,951 restricted stock units granted on September 1, 2026 vest in one-third increments on March 15, 2028, March 15, 2029, and March 15, 2030. Each vested unit entitles Michael P. Lyons to receive one share of TFC common stock.

What is the vesting schedule for the 266,990 TFC restricted stock units?
The 266,990 restricted stock units granted on September 1, 2026 vest in three equal installments on September 1, 2027, September 1, 2028, and September 1, 2029. Each vested unit represents a right to receive one share of TFC common stock.

Were these TFC restricted stock unit grants made under a Rule 10b5-1 plan?
No. The filing’s Rule 10b5-1 checkbox is not affirmed, and there is no footnote stating that the grants were made pursuant to a Rule 10b5-1 trading plan. The awards are reported as equity compensation grants to the President & CEO.

Does the Form 4 show any TFC share sales or purchases by the CEO?
No. The reported transactions are grants of restricted stock units and do not include any open-market purchases or sales of TFC common stock. The filing shows only acquisitions through equity awards, not dispositions.

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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Lyons Michael P.
(Last)(First)(Middle)
214 N. TRYON STREET
(Street)
CHARLOTTE NORTH CAROLINA 28202
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
TRUIST FINANCIAL CORP [ TFC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)09/01/2026A84,951 (1) (1)Common Stock84,951$0.000084,951D
Restricted Stock Units(2)09/01/2026A266,990 (2) (2)Common Stock266,990$0.0000266,990D
Explanation of Responses:
1. On September 1, 2026, the reporting person was granted 84,951 restricted stock units, vesting in one-third increments on March 15, 2028, March 15, 2029, and March 15, 2030. Each restricted stock unit represents a right to receive one share of TFC common stock.
2. On September 1, 2026, the reporting person was granted 266,990 restricted stock units, vesting in three equal installments on September 1, 2027, September 1, 2028, and September 1, 2029. Each restricted stock unit represents a right to receive one share of TFC common stock.
Carla Brenwald, Attorney-in-fact09/03/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR