ROGERS WILLIAM H JR 4
4 · TRUIST FINANCIAL CORP · Filed Mar 17, 2026
Research Summary
AI-generated summary of this filing
Truist (TFC) CEO William Rogers Sells 32,861 Shares for Tax Withholding
What Happened William H. Rogers Jr., Chairman, CEO and a director of Truist Financial Corporation (TFC), disposed of 32,861 shares on March 13, 2026 to satisfy tax withholding obligations related to equity awards. The shares were valued at $43.83 each, for a total of $1,440,298. This was a disposition to cover taxes (transaction code F), not an open-market sell for investment purposes.
Key Details
- Transaction date: March 13, 2026; Filing date: March 17, 2026 (filed within the standard two-business-day Form 4 window).
- Shares disposed: 32,861 at $43.83 per share; proceeds/withholding value: $1,440,298.
- Shares owned after transaction: not specified in the excerpt — consult the full Form 4 for current holdings and breakdown.
- Relevant footnotes: filing notes dividend reinvestment adjustments and other holdings (phantom stock units and restricted stock unit grants). Notable grant details included: 84,913 RSUs granted 2/24/2025 (vesting in thirds Mar 15, 2027–2029) and 76,861 RSUs granted 2/23/2026 (vesting in thirds Mar 15, 2028–2030).
- Transaction code meaning: F indicates payment of exercise price or tax liability (i.e., shares withheld/surrendered to cover taxes).
Context This type of transaction is a routine administrative sale to satisfy tax-withholding requirements on equity compensation (often seen at vesting). It does not necessarily reflect a discretionary decision to reduce the insider’s stake or express a view on the company’s outlook. For a full picture of Rogers’ remaining economic exposure (RSUs, phantom units, dividend-reinvested shares), review the complete Form 4 filing.
Insider Transaction Report
- Tax Payment
Common Stock
2026-03-13$43.83/sh−32,861$1,440,298→ 968,216.834 total
- 13,658.494(indirect: By 401(k))
Common Stock
[F1] - 185,000(indirect: By Trust)
Common Stock
- 85,570(indirect: By 2023 GRAT)
Common Stock
- 3,375.494
Phantom Stock Unit
[F2][F3]Exercise: $0.00From: 2000-01-01Exp: 2000-01-01→ Common Stock (3,375.494 underlying) - 84,913
Restricted Stock Units
[F4]Exercise: $0.00From: 2027-03-15Exp: 2029-03-15→ Common Stock (84,913 underlying) - 76,861
Restricted Stock Units
[F5]→ Common Stock (76,861 underlying)
Footnotes (5)
- [F1]Includes 140.815 shares acquired as a result of dividend reinvestment since last reported transaction.
- [F2]Represents phantom stock units under the Truist Financial Corporation Nonqualified Defined Contribution Plan.
- [F3]Includes shares acquired as a result of dividend reinvestment since the last reported transaction.
- [F4]On February 24, 2025, the reporting person was granted 84,913 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.
- [F5]On February 23, 2026, the reporting person was granted 76,861 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.