Sec Form 4 Filing - Brown Ricky @ BB&T CORP - 2016-12-15

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Brown Ricky
2. Issuer Name and Ticker or Trading Symbol
BB&T CORP [ BBT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Sr. Executive Vice President
(Last) (First) (Middle)
PO BOX 1250
3. Date of Earliest Transaction (MM/DD/YY)
12/15/2016
(Street)
WINSTON-SALEM, NC27102-1250
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/15/2016 A 30,529 ( 1 ) A $ 0 171,838.133 ( 2 ) D
Common Stock 12/15/2016 A 16,881 ( 3 ) A $ 0 188,719.133 D
Common Stock 12/15/2016 A 8,264 ( 4 ) A $ 0 196,983.133 D
Common Stock 12/15/2016 A 5,950 ( 5 ) A $ 0 202,933.133 D
Common Stock 50,636.953 ( 6 ) I By 401(k)
Common Stock 287 I By Spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $ 37.55 12/15/2016 A 9,922 02/25/2015( 7 ) 02/25/2024 Common Stock 9,922 $ 0 29,763 D
Stock Option (right to buy) $ 38.22 12/15/2016 A 32,917 03/15/2016( 8 ) 02/24/2025 Common Stock 32,917 $ 0 49,375 D
Stock Option (right to buy) $ 32.1 12/15/2016 A 63,307 03/15/2017( 9 ) 02/23/2026 Common Stock 63,307 $ 0 63,307 D
Stock Option (right to buy) $ 27.73 02/22/2012( 10 ) 02/22/2021 Common Stock 57,010 57,010 D
Stock Option (right to buy) $ 27.75 02/23/2011( 11 ) 02/23/2020 Common Stock 71,062 71,062 D
Stock Option (right to buy) $ 30.08 02/26/2014( 12 ) 02/26/2023 Common Stock 42,233 42,233 D
Stock Option (right to buy) $ 30.09 02/21/2013( 13 ) 02/21/2022 Common Stock 73,776 73,776 D
Stock Option (right to buy) $ 44.15 02/20/2008( 14 ) 02/20/2017 Common Stock 52,362 52,362 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Brown Ricky
PO BOX 1250
WINSTON-SALEM, NC27102-1250
Sr. Executive Vice President
Signatures
Carla Brenwald, Attorney-in-fact 12/19/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On February 23, 2016, the reporting person was granted 30,529 restricted stock units, which shall vest and become earned ratably over three years based on certain performance criteria for each vesting year March 15, 2017, 2018, and 2019. Due to the retirement of the reporting person on December 15, 2016, the performance criteria were dee med met and the shares became fully vested. Vested shares will be delivered to the reporting person on March 15, 2017 and June 16, 2017.
( 2 )Includes 0.002 shares acquired in September 2016 and December 2016, under the Issuer's Dividend Reinvestment Plan.
( 3 )On February 24, 2015, the reporting person was granted 25,320 restricted stock units, which shall vest and become earned ratably over three years based on certain performance criteria for each vesting year March 15, 2016, 2017, and 2018. Due to the retirement of the reporting person on December 15, 2016, the performance criteria were deemed met and the shares became fully vested. Vested shares will be issued to the reporting person on March 15, 2017 and June 16, 2017.
( 4 )On February 25, 2014, the reporting person was granted 24,793 restricted stock units, which shall vest and become earned ratably over three years based on certain performance criteria for each vesting year February 25, 2015, 2016, and 2017. Due to the retirement of the reporting person on December 15, 2016, the performance criteria were deemed met and the shares became fully vested. Vested shares will be issued to the reporting person on February 25, 2017.
( 5 )On December 31, 2015, the reporting person was granted 5,950 restricted stock units, which shall vest and become earned ratably over three years based on certain performance criteria for each vesting year March 15, 2017, 2018, and 2019. Due to the retirement of the reporting person on December 15, 2016, the performance criteria were deemed met and the shares became fully vested. Vested shares will be issued to the reporting person on February 15, 2017 and June 16, 2017.
( 6 )Includes 383.740 shares acquired between July 1, 2016 and September 30, 2016, under the Issuer's 401(k) plan. The information in this report is based on a plan statement dated July 1, 2016 through September 30, 2016.
( 7 )On February 25, 2014, the reporting person was granted an option to purchase 29,763 shares of common stock. The option vests ratably over three years based on certain performance criteria for each vesting year ending February 25, 2015, 2016, and 2017. Due to the retirement of the reporting person on December 15, 2016, the performance criteria were deemed met and the option became fully exercisable.
( 8 )On February 24, 2015, the reporting person was granted an option to purchase 49,375 shares of common stock. The option vests ratably over three years based on certain performance criteria for each vesting year March 15, 2016, 2017, and 2018. Due to the retirement of the reporting person on December 15, 2016, the performance criteria were deemed met and the option became fully exercisable.
( 9 )On February 23, 2016, the reporting person was granted an option to purchase 63,307 shares of common stock. The option vests ratably over three years based on certain performance criteria for each vesting year March 15, 2017, 2018, and 2019. Due to the retirement of the reporting person on December 15, 2016, the performance criteria were deemed met and the option became fully exercisable.
( 10 )The option is exercisable in four equal annual installments beginning 2/22/2012. Due to the retirement of the reporting person on December 15, 2016, the option became fully exercisable.
( 11 )The option is exercisable in four equal annual installments beginning on 02/23/2011. Due to the retirement of the reporting person on December 15, 2016, the option became fully exercisable.
( 12 )The option is exercisable in three equal annual installments beginning on 02/26/2014. Due to the retirement of the reporting person on December 15, 2016, the option became fully exercisable.
( 13 )The option is exercisable in four equal annual installments beginning on 02/21/2013. Due to the retirement of the reporting person on December 15, 2016, the option became fully exercisable.
( 14 )The option is exercisable in five equal annual installments beginning on 2/20/2008. Due to the retirement of the reporting person on December 15, 2016, the option became fully exercisable.

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