Truist Financial (TFC) Form 4 BB&T / KELLY S KING ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

KING KELLY S

(Last) (First) (Middle)

PO BOX 1250

(Street)

WINSTON-SALEM NC 27102-1250

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BB&T CORP [ BBT ]

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

3. Date of Earliest Transaction (Month/Day/Year)
01/19/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	01/19/2018		M		60,000	A	$27.73	372,054.556(1)	D
Common Stock	01/19/2018		S		60,000	D	$54.6814(2)	312,054.556	D
Common Stock	01/19/2018		G	V	23,071	D	$0.0000	288,983.556	D
Common Stock								8,029.822(3)	I	By 401(k)
Common Stock								100,110.56(4)	I	By IRA
Common Stock								61,084.597(5)	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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)	$27.73	01/19/2018		M			60,000	02/22/2012(6)	02/22/2021	Common Stock	60,000	$0.0000	0.0000	D
Stock Option (right to buy)	$30.08							02/26/2014(7)	02/26/2023	Common Stock	101,806		101,806	D
Stock Option (right to buy)	$30.09							02/21/2013(8)	02/21/2022	Common Stock	180,789		180,789	D
Stock Option (right to buy)	$32.1							03/15/2017(9)	02/23/2026	Common Stock	51,851		51,851	D
Stock Option (right to buy)	$37.55							02/25/2015(10)	02/25/2024	Common Stock	71,611		71,611	D
Stock Option (right to buy)	$38.22							03/15/2016(11)	02/24/2025	Common Stock	80,475		80,475	D

Explanation of Responses:

1. Includes 2,073.665 shares acquired in December 2017, under the Issuer's Dividend Reinvestment Plan.

2. The price in Column 4 is a weighted average price. The prices actually received ranged from $54.5700 to $54.7600. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

3. Includes 51.149 shares acquired between October 1, 2017 and December 31, 2017, under the Issuer's 401(k) plan. The information in this report is based on plan statements dated October 1, 2017 through December 31, 2017.

4. Includes 665.978 shares acquired in December 2017, under the Dividend Reinvestment Plan.

5. Includes 405.919 shares acquired in December 2017, under the Issuer's Dividend Reinvestment Plan.

6. The option is exercisable in four equal annual installments beginning on 2/22/2012.

7. The option is exercisable in three equal annual installments beginning on 02/26/2014.

8. The option is exercisable in four equal annual installments beginning on 02/21/2013.

9. On February 23, 2016, the reporting person was granted an option to purchase 155,555 shares of common stock. The option vests ratably over three years based on certain performance criteria for each vesting year ending March 15, 2017, 2018, and 2019. The performance criteria for 2017 were met, resulting in 51,851 options being earned.

10. On February 25, 2014, the reporting person was granted an option to purchase 71,611 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. The performance criteria for 2017 were met, resulting in 23,873 options being earned.

11. On February 24, 2015, the reporting person was granted an option to purchase 120,714 shares of common stock. The option vests ratably over three years based on certain performance criteria for each vesting year ending March 15, 2016, 2017, and 2018. The performance criteria for 2017 were met, resulting in 40,238 options being earned.

Remarks:

poa.txt

	Carla Brenwald, Attorney-in-fact	01/23/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.