UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Schedule 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement | |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |
| ☐ | Definitive Proxy Statement | |
| ☒ | Definitive Additional Materials | |
| ☐ | Soliciting Material under §240.14a-12 | |
Truist Financial Corporation
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ☒ | No fee required | |||
| ☐ | Fee paid previously with preliminary materials. | |||
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. | |||
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TRUIST FINANCIAL CORPORATION 214 N. TRYON STREET CHARLOTTE, NC 28202 |
TRUIST FINANCIAL CORPORATION
2026 Annual Meeting Vote by April 27, 2026 11:59 PM ET. For shares held in the Truist 401(k) Plan, vote by April 24, 2026 1:00 AM ET.
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You invested in TRUIST FINANCIAL CORPORATION and it’s time to vote!
You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the shareholder meeting to be held on April 28, 2026.
Get informed before you vote
View the 2026 Proxy Statement, Annual Report, and Form 10-K online OR you can receive a free paper or email copy of the material(s) by submitting a request prior to April 14, 2026. If you would like to request a copy of the material(s) for this or future shareholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639, or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.
*Please check the meeting materials for any special requirements for meeting attendance.
Vote at www.ProxyVote.com
THIS IS NOT A VOTABLE BALLOT
This is an overview of the proposals being presented at the upcoming shareholder meeting. Please follow the instructions on the reverse side to vote on these important matters.
| Voting Items | Board Recommends | |||
| 1. | The election of twelve directors, each for a one-year term expiring at the 2027 Annual Meeting of Shareholders. | |||
| 1a. | Jennifer S. Banner |  For | ||
| 1b. | K. David Boyer, Jr. | For | ||
| 1c. | Agnes Bundy Scanlan | For | ||
| 1d. | Dallas S. Clement | For | ||
| 1e. | Linnie M. Haynesworth | For | ||
| 1f. | Donna S. Morea | For | ||
| 1g. | Charles A. Patton | For | ||
| 1h. | Jonathan M. Pruzan | For | ||
| 1i. | William H. Rogers, Jr. | For | ||
| 1j. | Thomas E. Skains | For | ||
| 1k. | Laurence Stein | For | ||
| 1l. | Bruce L. Tanner | For | ||
| 2. | Advisory vote to approve Truist’s executive-compensation program. | For | ||
| 3. | Ratification of the appointment of PricewaterhouseCoopers LLP as Truist’s independent registered public accounting firm for 2026. | For | ||
| 4. | Approval of the amendment and restatement of the Truist Financial Corporation 2022 Incentive Plan. | For | ||
| 5. | Shareholder proposal regarding a report on risks from misalignment between Company policies and customer base, if properly presented. |  Against | ||
| NOTE: Designated proxies are authorized to transact such other business as may properly come before the meeting or any adjournment or postponement thereof. | ||||
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