Terms

Series

Multiple rollover series: BB&T Series I, Series J, Series K, Series L, Series M Preferred Stock

Rate Type

Fixed To Floating

Perpetual

Yes

Convertible

No

Capital Stack Ranking

Junior To: Bb&T Debt Obligations; Pari Passu With: Other Series Of Rollover Bb&T Preferred Stock; Senior To: Bb&T Common Stock

Tax Classification

Qualified Dividend

Qualifies for QDI

Yes

Depositary Share Fraction

0.00025

Prospectus Summary

This filing is a joint proxy statement/prospectus related to the merger of SunTrust Banks into BB&T Corporation (to be renamed Truist Financial Corporation). As part of the transaction, outstanding SunTrust preferred stock (Series A, B, F, G, H) is being rolled over on a one-for-one basis into newly issued BB&T perpetual preferred stock (Series I, J, K, L, M, respectively), with substantially identical terms. Series J (derived from Series B) carries a 5.853% fixed-to-floating rate. The rollover preferred is perpetual with no mandatory redemption. The filing does not specify whether dividends are cumulative or non-cumulative for all series, though terms are described as substantially the same as the corresponding SunTrust series. The rollover BB&T preferred stock will sit in the capital stack senior to BB&T common stock and on parity with each other, but junior to all of BB&T's outstanding debt obligations. Because BB&T is a holding company and the primary banking operations reside in Branch Banking and Trust Company (a bank subsidiary), holders of the preferred stock face structural subordination — in a stress scenario, creditors of the bank subsidiary would be satisfied before value flows up to the holding company and its preferred holders. The provided text does not detail any regulatory capital call provision, though full terms are described elsewhere in the prospectus (pages 134–175). Specific dividend rates, payment dates, record date conventions, and dividend stopper mechanics are not disclosed in the excerpted portion of this filing; investors are directed to pages 134–165 of the full prospectus for complete terms of each rollover series. The merger itself is structured as a tax-free reorganization under U.S. federal income tax law, so SunTrust preferred holders will not recognize gain or loss on the exchange. The prospectus does not address whether dividends on the rollover preferred will qualify for the preferential qualified dividend income (QDI) rate or the dividends-received deduction (DRD) for corporate holders.

Summarized from the SEC prospectus filing.

Distribution History

Floating Rate Terms

Ranking vs. Other Preferreds

Other Preferreds from Truist Financial Corp

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 44 (Average)