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TRUIST FINANCIAL CORP 8-K Report, Corporate Update (Oct 28, 2025)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed October 28, 2025
Period End
October 28, 2025
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

01—Abstract

Summary

Summary of the 8-K filed October 28, 2025. Cited figures are marked; the original filing is the authoritative source.

Truist Financial Corporation (NYSE: TFC) announced on October 28, 2025 that it will redeem all outstanding Series P Depositary Shares, each representing a 1/25th interest in a share of its 4.950%a Series P Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, on November 13, 2025 (the Redemption Date).

The redemption price is $1,000.00b per Depositary Share, plus any declared and unpaid dividends up to but excluding the Redemption Date. Redemption notices were mailed to holders of record on October 28, 2025, and the Company stated that the shares will be redeemed from retained earnings. For investors, this is a routine capital management action rather than a signal of financial stress.

Calling a fixed-rate reset preferred at its optional redemption date allows Truist to retire higher-cost perpetual preferred capital, and the filing itself contains no information about earnings, capital ratios, or guidance. Holders of the Depositary Shares will receive cash at par-equivalent value and will stop accruing dividends after the Redemption Date, so they should expect to reinvest the proceeds. The filing does not disclose the aggregate dollar amount of the redemption, which is a key detail for sizing the impact on Truist's capital structure.

The 8-K also reiterates Truist's scale, describing it as a top-10 U.S. commercial bank with $544 billionc in total assets as of September 30, 2025. Investors tracking Truist's capital position should look to the company's upcoming quarterly reports and regulatory capital disclosures for the effect of this redemption on Common Equity Tier 1 and other capital ratios.

02—Key points

Key Highlights

  1. Truist will redeem all outstanding Series P Depositary Shares (4.950% Series P Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, CUSIP 89832QAE9) on November 13, 2025.
  2. Redemption price is $1,000.00 per Depositary Share, plus declared and unpaid dividends up to but excluding the Redemption Date.
  3. Each Depositary Share represents a 1/25th interest in a share of Series P Preferred Stock with a $25,000 liquidation preference per share.
  4. Dividends on the redeemed shares cease to accrue on the Redemption Date, and holders' rights end except for the right to receive the Redemption Price.
  5. The redemption will be funded from retained earnings, per the company's announcement.
  6. Redemption notices were mailed to holders of record on October 28, 2025; Computershare Trust Company, N.A. is the contact for the notice.
  7. The filing does not disclose the aggregate dollar amount of the redemption or any effect on Truist's capital ratios or earnings.

03—Questions

Frequently Asked Questions

  1. What is Truist redeeming and when?

    Truist is redeeming all outstanding Series P Depositary Shares, which relate to its 4.950% Series P Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, on November 13, 2025. The redemption is made under the optional redemption provisions of the governing documents.

  2. How much will holders receive for each Depositary Share?

    Holders will receive $1,000.00 per Depositary Share, plus any declared and unpaid dividends accrued up to but excluding November 13, 2025.

  3. Will dividends continue to be paid after the redemption date?

    No. According to the announcement, dividends stop accumulating on the Redemption Date, and holders' rights cease except for the right to receive the Redemption Price.

  4. Does this redemption signal financial trouble at Truist?

    Not necessarily. Calling preferred stock at its optional redemption date is a common capital management decision. The filing contains no information about earnings, asset quality, or capital adequacy, so the action should be viewed in isolation from the company's overall financial condition.

  5. How should investors holding these shares respond?

    Holders should review the formal Redemption Notice, available from Computershare Trust Company, N.A., and plan for the cash proceeds after November 13, 2025. The filing does not provide investment advice, and holders should consult their own financial advisors regarding reinvestment.

04—Continue

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