What is the purpose of this note issuance?

The primary purpose of this note issuance is to raise capital, strengthen Truist's balance sheet, and enhance its liquidity. This is a common practice for financial institutions to manage their funding needs and support ongoing operations and growth initiatives.

What does 'Fixed-to-Floating Rate' mean for these notes?

This means the notes will initially pay a fixed interest rate of 4.957%. At some point before maturity, the rate will transition to a floating rate, which will be determined by a benchmark interest rate (such as SOFR) plus a spread. This transition provides potential flexibility in interest rate management for both the issuer and investors.

How does this issuance affect existing TFC shareholders?

This issuance primarily impacts the company's debt structure rather than directly diluting equity. It provides Truist with additional funds which can be used for business development, acquisitions, or other strategic investments. The success of this capital raise can be viewed positively as it indicates market confidence in Truist's financial stability and future prospects. However, increased debt also means higher interest expenses.

Where can I find more detailed information about these notes?

Further details regarding the terms and conditions of these notes can be found in the Prospectus Supplement filed with the SEC, which is typically associated with the Form S-3 registration statement. The legal opinion from Mayer Brown LLP, filed as an exhibit to this 8-K, also provides information on the validity of the notes.

TRUIST FINANCIAL CORP 8-K SEC Disclosure

01—Abstract

Summary

Summary of the 8-K filed July 23, 2026. Cited figures are marked; the original filing is the authoritative source.

Truist Financial Corporation (TFC) announced on July 23, 2026, the successful issuance and sale of $1.25 billion^a in aggregate principal amount of its 4.957% Fixed-to-Floating Rate Medium-Term Notes, Series I (Senior), due July 23, 2030.

This offering is a significant capital markets transaction, aimed at strengthening the company's balance sheet and providing additional liquidity. The notes are registered under the Securities Act of 1933, as indicated by the previously filed Form S-3 registration statement. Investors should note the fixed-to-floating rate structure, which will transition to a variable rate after an initial period, potentially impacting future interest payments.

02—Key points

Key Highlights

TFC issued $1.25 billion in Medium-Term Notes, Series I.
The notes mature on July 23, 2030.
The initial interest rate is fixed at 4.957%.
The notes have a fixed-to-floating rate structure.
The issuance was registered under a Form S-3 registration statement.
Legal opinion from Mayer Brown LLP regarding the notes' validity is filed.

03—Questions

Frequently Asked Questions

What is the purpose of this note issuance?
The primary purpose of this note issuance is to raise capital, strengthen Truist's balance sheet, and enhance its liquidity. This is a common practice for financial institutions to manage their funding needs and support ongoing operations and growth initiatives.
What does 'Fixed-to-Floating Rate' mean for these notes?
This means the notes will initially pay a fixed interest rate of 4.957%. At some point before maturity, the rate will transition to a floating rate, which will be determined by a benchmark interest rate (such as SOFR) plus a spread. This transition provides potential flexibility in interest rate management for both the issuer and investors.
How does this issuance affect existing TFC shareholders?
This issuance primarily impacts the company's debt structure rather than directly diluting equity. It provides Truist with additional funds which can be used for business development, acquisitions, or other strategic investments. The success of this capital raise can be viewed positively as it indicates market confidence in Truist's financial stability and future prospects. However, increased debt also means higher interest expenses.
Where can I find more detailed information about these notes?
Further details regarding the terms and conditions of these notes can be found in the Prospectus Supplement filed with the SEC, which is typically associated with the Form S-3 registration statement. The legal opinion from Mayer Brown LLP, filed as an exhibit to this 8-K, also provides information on the validity of the notes.

04—Continue

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