Company Update

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     Form 8-K     Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 20, 2021 Date of Report (Date of earliest event reported)     Truist Financial Corporation (Exact name of registrant as specified in its charter)     Commission file number: 1-10853   North Carolina   56-0939887 (State or other jurisdiction of incorporation)   (I.R.S. Employer Identification No.)   214 North Tryon Street Charlotte , North Carolina   28202 (Address of principal executive offices)   (Zip Code) (336) 733-2000 (Registrant’s telephone number, including area code)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, $5 par value   TFC   New York Stock Exchange Depositary Shares each representing 1/1,000th interest in a share of Series F Non-Cumulative Perpetual Preferred Stock   TFC.PF   New York Stock Exchange Depositary Shares each representing 1/1,000th interest in a share of Series G Non-Cumulative Perpetual Preferred Stock   TFC.PG   New York Stock Exchange Depositary Shares each representing 1/1,000th interest in a share of Series H Non-Cumulative Perpetual Preferred Stock   TFC.PH   New York Stock Exchange Depositary Shares each representing 1/4,000th interest in a share of Series I Perpetual Preferred Stock   TFC.PI   New York Stock Exchange 5.853% Fixed-to-Floating Rate Normal Preferred Purchase Securities each representing 1/100th interest in a share of Series J Perpetual Preferred Stock   TFC.PJ   New York Stock Exchange Depositary Shares each representing 1/1,000th interest in a share of Series O Non-Cumulative Perpetual Preferred Stock   TFC.PO   New York Stock Exchange Depositary Shares each representing 1/1,000th interest in a share of Series R Non-Cumulative Perpetual Preferred Stock   TFC.PR   New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company   ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐       Item 8.01. Other Events. On January 20, 2021, Truist Financial Corporation (“Truist”) issued a press release announcing that it will redeem all outstanding shares of its 5.200% Series F Non-Cumulative Perpetual Preferred Stock (“Series F Preferred Stock”) and the corresponding depositary shares representing fractional interests in the Series F Preferred Stock (“Series F Depositary Shares”). Truist will also redeem all outstanding shares of its 5.200% Series G Non-Cumulative Perpetual Preferred Stock (“Series G Preferred Stock”) and the corresponding depositary shares representing fractional interests in the Series G Preferred Stock (“Series G Depositary Shares”). The Series F Depositary Shares (NYSE: TFC.PF, CUSIP: 89832Q851), each representing a 1/1,000th interest in a share of Series F Preferred Stock, and the Series G Depositary Shares (NYSE: TFC.PG, CUSIP: 89832Q844), each representing a 1/1,000th interest in a share of Series G Preferred Stock, will be redeemed simultaneously with the redemption of the Series F Preferred Stock and Series G Preferred Stock, respectively, in each case at a redemption price of $25 per depositary share (equivalent to $25,000 per share of preferred stock). All 18 million outstanding Series F Depositary Shares, and all 20 million outstanding Series G Depositary Shares, will be redeemed on the dividend payment date of March 1, 2021. Regular dividends, when and if declared, on the outstanding shares of the Series F Preferred Stock and Series G Preferred Stock will be paid separately to holders of record on the applicable record date. On and after the redemption date, all dividends on the shares of Series F Preferred Stock and Series G Preferred Stock will cease to accrue. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated by reference into this Item 8.01.   Item 9.01. Financial Statements and Exhibits. (d)    Exhibits.   Exhibit No.    Description of Exhibit 99.1    Press release dated January 20, 2021. 104    The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.   TRUIST FINANCIAL CORPORATION (Registrant) By:   /s/ Cynthia B. Powell Name:   Cynthia B. Powell Title:   Executive Vice President and Corporate Controller (Principal Accounting Officer) Date: January 20, 2021