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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Phantom Stock Units (4) | (4) | (4) | (4) | Common Stock | 1,436.336 | 1,436.336 | D | ||||||||
Phantom Stock Units (5) | (5) | 03/31/2012 | M | 15,927.9035 | (1) | (1) | Common Stock | 15,927.9035 | (5) | 0 | D | ||||
Phantom Stock Units (6) | (6) | 03/31/2012 | M | 3,457 | (6) | (6) | Common Stock | 3,457 | (6) | 6,912 | D | ||||
Option (7) | $ 71.03 | 02/14/2009 | 02/14/2016 | Common Stock | 18,000 | 18,000 | D | ||||||||
Option (7) | $ 85.06 | 02/13/2010 | 02/13/2017 | Common Stock | 20,000 | 20,000 | D | ||||||||
Option (7) | $ 64.58 | 02/12/2011 | 02/12/2018 | Common Stock | 81,400 | 81,400 | D | ||||||||
Option (7) | $ 9.06 | 02/10/2012 | 02/10/2019 | Common Stock | 250,000 | 250,000 | D | ||||||||
Option (8) | $ 9.06 | 02/10/2012 | 02/10/2019 | Common Stock | 25,276 | 25,276 | D | ||||||||
Option (9) | $ 29.2 | 04/01/2012 | 04/01/2021 | Common Stock | 27,349 | 27,349 | D | ||||||||
Option (9) | $ 21.67 | (9) | 02/14/2022 | Common Stock | 44,400 | 44,400 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Freeman Thomas E 303 PEACHTREE STREET, N.E. ATLANTA, GA 30308 |
Corp. EVP & Chief Credit Off. |
David A. Wisniewski, Attorney-in-Fact for Thomas E. Freeman | 04/03/2012 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Reflects settlement in stock of Phanton Stock Units and netting to pay applicalbe taxes. |
(2) | Because the stock fund component of the 401(k) Plan is accounted for in unit accounting, the number of share equivalents varies based on the closing price of SunTrust stock on the applicable measurement date. |
(3) | Includes restricted stock granted under SunTrust Banks, Inc. 2004 Stock Plan and the 2009 Stock Plan. Restricted stock agreements contain tax withholding features allowing stock to be withheld to satisfy tax withholding obligations. This plan is exempt under Rule 16(b)-3. |
(4) | The phantom stock units were acquired under SunTrust Banks, Inc.'s Deferred Compensation Plan. These securities convert to common stock on a one-for-one basis. |
(5) | Represents stock units granted under the SunTrust Banks, Inc. 2009 Stock Plan and paid as salary. |
(6) | Reflects time vesting as of March 31, 2012 with respect to restricted stock units originally granted under the SunTrust Banks, Inc. 2009 Stock Plan on April 1, 2011. Grant was exempt pursuant to Rule 16b-3. Award will vest pro rata annually (i.e. one-third each year) and will vest post-retirement provided certain noncompetition and other restrictive covenants are performed. |
(7) | Granted pursuant to the SunTrust Banks, Inc. 2000 Stock Plan. |
(8) | Granted pursuant to the SunTrust Banks, Inc. 2004 StockPlan. |
(9) | Granted pursuant to the SunTrust Banks, Inc. 2009 Stock Plan. Award vests annually over the next three years. |