SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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|Item 7.01|| |
Regulation FD Disclosure
On March 2, 2021, Truist Financial Corporation (the “Company”) issued a press release regarding its inaugural social bond issuance. A copy of the press release relating to the announcement is attached as Exhibit 99.1 hereto and incorporated by reference into this Item 7.01. The press release is furnished as Exhibit 99.1 and consequently, is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section. The information provided pursuant to this item may only be incorporated by reference into another filing under the Exchange Act or Securities Act of 1933 if such subsequent filing specifically references this item.
|Item 8.01|| |
On March 2, 2021, the Company issued and sold $1,250,000,000 aggregate principal amount of its 1.267% Fixed-to-Floating Rate Medium-Term Notes, Series G (Senior), due March 2, 2027 (the “Notes”). The Notes were registered under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-3 (File No. 333-233483), as amended, filed by the Company with the Securities and Exchange Commission. In connection with the issuance and sale, the legal opinions of Squire Patton Boggs (US) LLP and Ellen M. Fitzsimmons, Senior Executive Vice President, Chief Legal Officer, Head of Enterprise Diversity, and Corporate Secretary and Keith L. Thornton, Deputy General Counsel — Corporate and Employment of the Company are being filed as Exhibits 5.1 and 5.2, respectively, to this Current Report on Form 8-K.
|Item 9.01|| |
Financial Statements and Exhibits.
|5.1||Opinion of Squire Patton Boggs (US) LLP as to the validity of the Notes|
|5.2||Opinion of Ellen M. Fitzsimmons and Keith L. Thornton as to the validity of the Notes|
|23.1||Consent of Squire Patton Boggs (US) LLP (included in Exhibit 5.1).|
|23.2||Consent of Ellen M. Fitzsimmons and Keith L. Thornton (included in Exhibit 5.2)|
|99.1||Press Release, dated March 2, 2021|
|104||The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.|
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|
|Name:||Cynthia B. Powell|
|Title:||Executive Vice President and Corporate Controller (Principal Accounting Officer)|
Date: March 2, 2021