Truist Financial (TFC) director receives 4,027 deferred restricted stock units

Rhea-AI Filing Summary

Truist Financial Corp director Linnie M. Haynesworth received an equity award tied to board service. On February 24, 2026, Haynesworth acquired 4,027 restricted stock units at $0.00 per unit under the 2022 Incentive Plan.

According to the disclosure, a deferral election sends this award into the Non-Employee Directors' Deferred Compensation Plan, with payout in Truist common shares beginning after Haynesworth leaves the Board. Each restricted stock unit converts into one share of common stock. Following this grant, Haynesworth directly holds 23,542 restricted stock units and 2,923 common shares, with the common stock total including shares accumulated through dividend reinvestment since the last reported transaction.

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

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^*

Haynesworth Linnie M

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

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								2,923	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 Unit	(1)	02/24/2026		A		4,027		(1)	(1)	Common Stock	4,027	$0.0000	23,542(2)	D

Explanation of Responses:

1. Represents restricted stock units granted under the Truist Financial Corporation 2022 Incentive Plan, as amended, for which a deferral election has been made pursuant to the Truist Financial Corporation Amended and Restated Non-Employee Directors' Deferred Compensation Plan. Payments in the form of shares of common stock commence following the reporting person's departure from the Board of Directors of Truist Financial Corporation. These securities convert to common stock on a one-for-one basis.

2. Includes shares acquired as a result of dividend reinvestment since the last reported transaction.

	Carla Brenwald, Attorney-in-fact	02/26/2026
	** Signature of Reporting Person	Date
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.

FAQ

What did Truist Financial (TFC) director Linnie M. Haynesworth receive in this Form 4 filing?

Linnie M. Haynesworth received a grant of 4,027 restricted stock units under Truist Financial’s 2022 Incentive Plan. The award represents equity-based compensation tied to board service and was reported at a price of $0.00 per unit in the filing.

How will Linnie M. Haynesworth’s restricted stock units from Truist Financial (TFC) be paid out?

The restricted stock units are deferred under Truist’s Non-Employee Directors' Deferred Compensation Plan. Payments will be made in Truist common shares after Haynesworth leaves the Board, with each unit converting into one share on a one-for-one basis at that time.

How many Truist Financial (TFC) restricted stock units does Linnie M. Haynesworth hold after this grant?

After the reported grant, Haynesworth directly holds 23,542 restricted stock units. These units represent deferred equity compensation that is scheduled to be settled in shares of Truist common stock following departure from the company’s Board of Directors.

What does the Truist Financial (TFC) Form 4 say about Linnie M. Haynesworth’s common stock holdings?

The Form 4 reports Haynesworth directly owns 2,923 shares of Truist common stock following the transactions. This total includes additional shares acquired through dividend reinvestment since the last reported transaction, as explained in the filing’s footnote disclosure.

Was the Truist Financial (TFC) equity award to Linnie M. Haynesworth a cash purchase?

No, the filing shows the 4,027 restricted stock units were granted at a price of $0.00 per unit. This indicates the award is equity compensation provided by the company, not an open-market stock purchase funded with cash by the director.