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TRUIST FINANCIAL CORP 8-K Report, Regulation FD Disclosure (May 7, 2024)

Reports
Regulation FD·Exhibits & Filings
Filing Date
Filed May 7, 2024
Period End
May 6, 2024
In the record · 2016–202610-K1110-Q338-K196

TFC filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 196 current reports (8-K) between 2016 and 2026.

  1. Deal closed8-K · Apr ’16Apr ’16
  2. Deal closed8-K · Dec ’19Dec ’19
  3. Leadership change8-K · Sep ’22Sep ’22
  4. Leadership change8-K · Oct ’26Oct ’26

Summary

Summary of the 8-K filed May 7, 2024. Cited figures are marked; the original filing is the authoritative source.

Truist Financial (TFC) disclosed in this May 7, 2024 8-K that it has closed the sale of its remaining equity stake in Truist Insurance Holdings (TIH), the fifth-largest U.S. insurance brokerage, to an investor group led by Stone Point Capital, Clayton, Dubilier & Rice, and Mubadala Investment Company.

Truist received approximately $10.1 billiona in after-tax cash proceeds, recognized an after-tax gain of about $4.7 billion, and increased CET1 capital by $9.4 billion. Pro-forma tangible book value per share rose $7.16 (33%) to $28.80, and the March 31, 2024 CET1 ratio increased 230 basis points to 12.4%. In conjunction with the sale, Truist sold $27.7 billion of lower-yielding available-for-sale securities, booking an after-tax loss of $5.1 billion in Q2 2024.

It reinvested about $18.7 billionb in shorter-duration securities yielding 5.27% and held $20.7 billion in cash, for a blended reinvestment rate of 5.22%. The repositioning reduced the pro-forma CET1 ratio by 107 basis points to 11.4%, but it leaves tangible book value unchanged. Management expects the combined actions to add $160 million to Q2 2024 net interest income and $710 million to full-year 2024 net interest income.

Revenue guidance was revised upward. Q2 2024 revenue is now expected to rise about 1% from Q1's $4.9 billionc, versus the prior outlook for a roughly 2% decline.

Full-year 2024 revenue is now expected to decline 0.5% to 1.5% from 2023's $20.2 billiond, versus the prior 4% to 5% decline. The main investor considerations are the one-time accounting effects, the sustained yield pickup relative to sold securities, and the dependence of the net interest income benefit on the Federal Funds futures curve.

Key Highlights

  1. Closed the sale of remaining stake in Truist Insurance Holdings, receiving about $10.1 billion in after-tax cash proceeds and recognizing an approximately $4.7 billion after-tax gain
  2. Deconsolidation of TIH increased CET1 capital by $9.4 billion, lifting the pro-forma March 31, 2024 CET1 ratio 230 bps to 12.4%
  3. Pro-forma tangible book value per share increased $7.16 (33%) to $28.80
  4. Sold $27.7 billion of lower-yielding securities, causing a $5.1 billion after-tax loss in Q2 2024 but generating $29.3 billion for reinvestment (including tax benefit)
  5. Reinvested $18.7 billion in shorter-duration securities at 5.27% and held $20.7 billion in cash; blended reinvestment rate is 5.22%
  6. Expects the transactions to add $160 million to Q2 2024 and $710 million to full-year 2024 net interest income
  7. Raised 2024 revenue outlook to a decline of 0.5%–1.5% (from 4%–5%) and Q2 2024 revenue growth of about 1% (from a 2% decline)

Frequently Asked Questions

  1. Why did Truist sell its stake in Truist Insurance Holdings?

    The filing does not give a detailed strategic rationale beyond the statement that the sale 'significantly enhances Truist's financial profile and positions Truist to invest in and grow its core banking businesses.' The sale monetized a non-core insurance brokerage holding and redeployed capital toward banking operations, while the company maintains a partnership with TIH.

  2. How does the $5.1 billion loss from the securities sale affect Truist's capital and book value?

    The after-tax loss of $5.1 billion reduced the pro-forma CET1 ratio by 107 bps to 11.4%, but it has no impact on pro-forma tangible book value per share of $28.80. Under the proposed fully phased-in Basel III rules, the estimated CET1 ratio rose from 8.4% to 8.9% because of lower risk-weighting on the new securities and a reduction in threshold deductions.

  3. Why is the net interest income benefit tied to the Federal Funds futures curve, and what is the risk?

    Management's estimates of the $710 million 2024 net interest income benefit and the 5.22% blended reinvestment rate depend on the Federal Funds futures curve as of May 6, 2024. If short-term rates fall faster than that curve implies, the income uplift and reinvestment yield could be lower than estimated. Forward-looking statements are subject to risks described in Truist's 10-K.

  4. Does this transaction change Truist's full-year 2024 outlook?

    Yes. Truist raised its outlook: full-year 2024 revenue is now expected to decline 0.5% to 1.5% from 2023's $20.2 billion, compared with the prior expectation of a 4% to 5% decline. Q2 2024 revenue is now expected to rise about 1% from Q1's $4.9 billion, compared with the prior expectation of a 2% decline. The revision reflects interest income on the sale proceeds and the repositioning, which the prior outlook excluded.