Form Type: 4

SEC EDGAR Link
Accession Number:0000750556-19-000236
Date:2019-12-06
Issuer: SUNTRUST BANKS INC (STI)
Original Submission Date:

Reporting Person:

GARCIA PAUL R
303 PEACHTREE STREET, NE
ATLANTA, GA 30308

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2019-12-06 D 15,799 d $0.00 0 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
PHANTOM STOCK 0.0 2019-12-06 deemed execution date D 2,363 (d) common stock 2,363 $0.00 0 direct
Footnotes
IDfootnote
f1 disposed of 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 november 1, 2019 (the "merger"). pursuant to the merger, each issued and outstanding share of suntrust common stock was exchanged for 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. as a result of the merger, the reporting person no longer beneficially owns, directly or indirectly, any shares of suntrust common stock.
f2 pursuant to the merger agreement, at the effective time of the merger, each restricted stock award included in the shares of common stock held by the reporting person was automatically converted into a bb&t restricted stock award with respect to shares of bb&t common stock. each bb&t restricted stock award is subject to the same terms and conditions (including service-based vesting terms) as applied to the corresponding suntrust restricted stock award immediately prior to the effective time of the merger.
f3 represents phantom stock units under the suntrust banks, inc. 2009 stock 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. each bb&t 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.
f4 these phantom stock units were replaced with bb&t phantom stock units in respect of an aggregate 3,060 shares of bb&t common stock.
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