What does the severance package include for eligible participants?

Eligible participants who experience a qualifying termination (other than for cause or without good reason) will receive a lump-sum payment equal to two times their annual base salary plus their target annual cash bonus for the year of termination. Additionally, Truist will pay for 24 months of COBRA premiums for medical, dental, and vision coverage, offset by any salary or bonus received during a garden leave period.

Are there any new non-competition or non-solicitation requirements?

Yes, Section 16 officers will have a 12-month non-competition obligation after their termination date. All participants are also obligated not to solicit Truist teammates or clients for 12 months following their termination.

What is the new garden leave provision?

The amended plan introduces a three-month garden leave period for participants who resign with or without good reason. These individuals must provide three months' advance written notice and will remain employed by Truist during this period, during which they will continue to receive salary and benefits.

TRUIST FINANCIAL CORP 8-K: Leadership Changes

Q: What is the primary purpose of the Amended and Restated Management Change of Control, Severance, and Noncompetition Plan?

The primary purpose is to retain and protect the company's vital management team. It aims to ensure the continued dedication and objectivity of senior leaders, including named executive officers, by mitigating personal uncertainties and risks, especially in the event of a change of control or other qualifying employment changes.

Summary

Truist Financial Corporation (TFC) filed an 8-K on December 21, 2023, detailing updates to its executive compensation and severance policies. The Compensation and Human Capital Committee approved an Amended and Restated Management Change of Control, Severance, and Noncompetition Plan. This plan is designed to retain key management personnel by providing enhanced severance benefits in the event of termination, particularly around a change of control or other qualifying employment changes. It aims to ensure management's continued dedication and objectivity without personal uncertainty. The plan outlines a severance package that includes a lump-sum payment equivalent to two times the participant's annual base salary plus target annual cash bonus. It also covers continued health benefits for 24 months post-termination. For Section 16 officers, a 12-month non-competition clause is included, along with a 12-month non-solicitation clause for all participants. A new three-month garden leave provision has been added for participants resigning with or without good reason, requiring advance notice. Furthermore, the filing announces an increase in total compensation for Mr. Dontá Wilson, newly appointed Chief Consumer and Small Business Banking Officer, effective January 1, 2024.

Key Highlights

1Truist amended its Management Change of Control, Severance, and Noncompetition Plan to enhance benefits for key executives.
2Severance includes a lump-sum payment of two times base salary plus target bonus.
3Health benefits continuation for 24 months is provided post-termination.
4A 12-month non-competition obligation applies to Section 16 officers.
5All participants face a 12-month non-solicitation obligation for teammates and clients.
6A new three-month garden leave period is introduced for resignations with notice.
7Mr. Dontá Wilson's total annual target compensation increased to $6,000,000, effective January 1, 2024.

TRUIST FINANCIAL CORP 8-K Report, Executive Changes (Dec 22, 2023)

Summary

Key Highlights

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