Truist (NYSE: TFC) CRO receives grant of 17,293 restricted stock units

Rhea-AI Filing Summary

Bender Bradley D reported acquisition or exercise transactions in this Form 4 filing.

Truist Financial Corp reported that Chief Risk Officer Bradley D. Bender received a grant of 17,293 restricted stock units on February 23, 2026. These units vest in three equal installments on March 15, 2028, March 15, 2029, and March 15, 2030. Each restricted stock unit represents the right to receive one share of Truist Financial (TFC) common stock, reflecting additional equity-based compensation rather than an open-market stock purchase or sale.

SEC Form 4

FORM 4

UNITED 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

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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^*

Bender Bradley D

(Last) (First) (Middle)

214 N. TRYON STREET

(Street)

CHARLOTTE NC 28202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TRUIST FINANCIAL CORP [ TFC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Risk Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								2,263	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	02/23/2026		A		17,293		(1)	(1)	Common Stock	17,293	$0.0000	17,293	D
Restricted Stock Units	$0.0000(2)							03/15/2024(2)	03/15/2026(2)	Common Stock	803		803	D
Restricted Stock Units	$0.0000(3)							03/15/2025(3)	03/15/2027(3)	Common Stock	5,790		5,790	D
Restricted Stock Units	$0.0000(4)							06/01/2026(4)	06/01/2026(4)	Common Stock	16,149		16,149	D
Restricted Stock Units	$0.0000(5)							03/15/2026(5)	03/15/2028(5)	Common Stock	12,366		12,366	D
Restricted Stock Units	(6)							(6)	(6)	Common Stock	18,202		18,202	D
Restricted Stock Units	(7)							(7)	(7)	Common Stock	883		883	D

Explanation of Responses:

1. On February 23, 2026, the reporting person was granted 17,293 restricted stock units, vesting in three equal installments 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 February 22, 2022, the reporting person was granted 2,412 restricted stock units, vesting in three equal installments on March 15, 2024, March 15, 2025, and March 15, 2026. Each restricted stock unit represents a right to receive one share of TFC common stock.

3. On February 27, 2023, the reporting person was granted 8,686 restricted stock units, vesting in three equal installments on March 15, 2025, March 15, 2026, and March 15, 2027. Each restricted stock unit represents a right to receive one share of TFC common stock.

4. On June 1, 2023, the reporting person was granted 16,149 restricted stock units, which cliff vest on June 1, 2026. Each restricted stock unit represents a right to receive one share of TFC common stock.

5. On February 26, 2024, the reporting person was granted 12,366 restricted stock units, vesting in three equal installments on March 15, 2026, March 15, 2027, and March 15, 2028. Each restricted stock unit represents a right to receive one share of TFC common stock.

6. On February 24, 2025, the reporting person was granted 18,202 restricted stock units, vesting in three equal installments on March 15, 2027, March 15, 2028, and March 15, 2029. Each restricted stock unit represents a right to receive one share of TFC common stock.

7. On February 28, 2025, the reporting person was granted 883 restricted stock units, vesting in three equal installments on March 15, 2027, March 15, 2028, and March 15, 2029. Each restricted stock unit represents a right to receive one share of TFC common stock.

	Carla Brenwald, Attorney-in-fact	02/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Truist Financial (TFC) report for Bradley D. Bender?

Truist Financial reported that Chief Risk Officer Bradley D. Bender received a grant of 17,293 restricted stock units on February 23, 2026. This equity award is part of his compensation and does not represent an open-market stock purchase or sale.

How do the new restricted stock units for Truist (TFC) vest?

The 17,293 restricted stock units granted to Bradley D. Bender vest in three equal installments. Vesting dates are March 15, 2028, March 15, 2029, and March 15, 2030, aligning the executive’s compensation with longer-term Truist Financial performance and retention incentives.

What does each restricted stock unit granted at Truist Financial (TFC) represent?

Each restricted stock unit granted to Bradley D. Bender represents the right to receive one share of Truist Financial common stock. Once vested, these units convert into actual TFC shares, directly linking part of his compensation to the company’s share price and long-term value.

Is Bradley D. Bender’s Form 4 transaction at Truist (TFC) a stock purchase or sale?

The Form 4 reports an equity award, not a market trade. Bradley D. Bender acquired 17,293 restricted stock units as a grant, classified under a grant or award acquisition code, rather than buying or selling Truist Financial shares on the open market.

What role does Bradley D. Bender hold at Truist Financial (TFC)?

Bradley D. Bender serves as Chief Risk Officer at Truist Financial. The reported Form 4 transaction reflects part of his executive compensation, granting 17,293 restricted stock units that vest over several years and are tied to Truist’s common stock performance.