Sec Form 4 Filing - ROGERS WILLIAM H JR @ TRUIST FINANCIAL CORP - 2026-02-23

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 ROGERS WILLIAM H JR 2. Issuer Name and Ticker or Trading Symbol TRUIST FINANCIAL CORP [ TFC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman and CEO (Last) (First) (Middle) 214 N. TRYON STREET 3. Date of Earliest Transaction (MM/DD/YY) 02/23/2026 (Street) CHARLOTTE, NC28202 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 02/23/2026 A 17,690 ( 1 ) A $ 0 940,980.834 ( 2 ) D Common Stock 02/23/2026 A 25,692 ( 3 ) A $ 0 966,672.834 D Common Stock 02/23/2026 A 34,405 ( 4 ) A $ 0 1,001,077.834 D Common Stock 13,517.679 ( 5 ) I By 401(k) Common Stock 185,000 I By Trust Common Stock 85,570 I By 2023 GRAT

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 Restricted Stock Units ( 6 ) 02/23/2026 A 76,861 ( 6 ) ( 6 ) Common Stock 76,861 $ 0 76,861 D Restricted Stock Units $ 0 ( 7 ) 03/15/2027( 7 ) 03/15/2029( 7 ) Common Stock 84,913 84,913 D Phantom Stock Unit $ 0 ( 8 ) 01/01/2000( 8 ) 01/01/2000( 8 ) Common Stock 3,340.39 3,340.39 ( 9 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other ROGERS WILLIAM H JR 214 N. TRYON STREET CHARLOTTE, NC28202 X Chairman and CEO Signatures Carla Brenwald, Attorney-in-fact 02/25/2026 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On February 22, 2022, the reporting person was granted 53,071 restricted stock units, which shall vest and become earned in 1/3 increments over four years based on certain performance criteria for each vesting period ending March 15, 2024, 2025, and 2026. The performance criteria for the third increment were met, resulting in 17,690 restricted stock units being earned. ( 2 )The total does not include a fractional share of 0.810 that was disposed of when the reporting person transferred shares from one account to another. ( 3 )On March 3, 2023, the reporting person was granted 77,076 restricted stock units, which shall vest and become earned in 1/3 increments over four years based on certain performance criteria for each vesting year ending March 15, 2025, 2026, and 2027. The performance criteria for the second increment were met, resulting in 25,692 restricted stock units being earned. ( 4 )On February 26, 2024, the reporting person was granted 103,214 restricted stock units, which shall vest and become earned in 1/3 increments over four years based on certain performance criteria for each vesting period ending March 15, 2026, 2027, and 2028. The performance criteria for the first increment were met, resulting in 34,405 restricted stock units being earned. ( 5 )Includes 148.738 shares acquired as a result of dividend reinvestment since last reported transaction. ( 6 )On February 23, 2026, the reporting person was granted 76,861 restricted stock units, vesting in three equal installments on March 15, 2028, March 15, 2029, and March 15, 2030. Each restricted stock unit represents a right to receive one share of TFC common stock. ( 7 )On February 24, 2025, the reporting person was granted 84,913 restricted stock units, vesting in three equal installments on March 15, 2027, March 15, 2028, and March 15, 2029. Each restricted stock unit represents a right to receive one share of TFC common stock. ( 8 )Represents phantom stock units under the Truist Nonqualified Defined Contribution Plan. ( 9 )Includes shares acquired as a result of dividend reinvestment since the last reported transaction.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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