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Form 8-K · Current Report · Filed 2026-07-29

Truist Financial Adopts New Bylaw Amending Securities Litigation Forum

On July 28, 2026, Truist Financial Corporation's Board of Directors approved amendments to the company's Amended and Restated Bylaws.

Filer
Truist Financial Corp TFC · NYSE
Filed
Accession
0001193125-26-323732
CIK
0000092230
Signal
Medium impactFinancial Services

Details

The key amendment establishes federal district courts as the exclusive forum for any complaint asserting a cause of action arising under the Securities Act of 1933, unless Truist consents in writing to an alternative forum. The amendments also include clarification of the timing requirements applicable to proxy access nominations and an administrative change. These changes are intended to provide greater certainty and control over securities-related litigation.

Items reported

Item events

Reported Item

Bylaw Amendment

Market reaction

Close before filing

$52.99

Next session

-1.8%

Since filing

-2.2%

Latest close

$51.84

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from TFC reporting the same item, with the next session's move:

Insider tape

Within 45 days of this filing, TFC insiders reported 3 Form 4 transactions — net selling of $896K.

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About Truist Financial Corp

Truist Financial Corp is a prominent American bank holding company formed through the merger of BB&T and SunTrust Banks. With a focus on delivering a comprehensive range of financial services, Truist serves individuals, small businesses, and large corporations. Its offerings include traditional banking products, wealth management, mortgage services, and insurance, making it a versatile player in the financial services sector. As one of the largest bank holding companies in the United States, Truist plays a critical role in regional and national markets. Its extensive network of branches and ATMs primarily operates across the southeastern and mid-Atlantic states, facilitating economic activities and growth in these regions. The company's commitment to technology innovation and digital banking solutions enhances its competitiveness and customer experience. Truist Financial Corp not only influences the banking industry but also impacts various sectors through its extensive credit and loan offerings, propelling business operations and consumer spending. By integrating responsible banking practices with a robust strategic vision, Truist continues to uphold a significant market presence while fostering economic development.

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