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 Other Events.
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.
(d) Exhibits.
Exhibit
No. Description of Exhibit
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.
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