Truist 签约出售 Regional Acceptance 约55亿美元近次级汽车贷款，战略性退出该业务但财务影响温和且资本被再配置抵消

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Overview of transaction − Entered into an agreement to sell $5.5B of auto loans representing substantially all assets of Regional Acceptance Corporation (RAC) − Closing anticipated in late 3Q26 or early 4Q26, subject to satisfaction of customary closing conditions Financial impact of RAC sale − 3Q26 and 2026 outlook unchanged excluding impact of strategic actions1 − RAC pre-tax earnings were approximately breakeven through the six months ended June 30, 2026 − Generates $5.2B of net proceeds and a $535MM loan loss reserve recapture2 − Creates $945MM or 22 bps of CET1 capital3 − Reduces NPLs by >10 bps as of June 30, 2026, and NCOs by ~10 bps annually Illustrative liquidity and capital deployment actions4 − Repay wholesale borrowings with proceeds from loan sale − Reposition certain AFS securities to fully offset capital created from RAC sale 2027 impact of strategic actions − Expect these strategic actions to create modest earnings and ROTCE accretion Strategic exit of near-prime auto lending and illustrative AFS repositioning     Sharpens strategic focus − Exits non-core, less profitable near prime auto lending − Consistent with prior actions (discontinued Marine/RV) − Broader strategic review is ongoing Strengthens balance sheet − Enhances liquidity and funding profile − Maintains capital strength and flexibility − 2026 share repurchase target unchanged at $5B Improves credit risk profile − Reduces NPLs and NCOs − Strengthens resilience across stress environments Enhances shareholder value − Modestly accretive to earnings and tangible book value − Improves capital efficiency All financial metrics are preliminary estimates 1 Strategic actions include RAC loan sale and illustrative liquidity and capital deployment actions 2 $535MM loan loss reserve recapture reflects difference between purchase price and loan amount net of reserve 3 $945MM capital increase driven by a $410MM after-tax loan loss reserve recapture and $600MM of capital created by a reduction in risk-weighted assets partially offset by $65MM of after-tax transaction related costs 4 Any actions undertaken would be subject to market conditions

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________
Form
8-K
Current Report
_____________________________
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
September 15, 2026
Date of Report (Date of earliest event reported)
Truist Financial Corporation
(Exact name of registrant as specified in its charter)
_____________________________
North Carolina
1-10853
56-0939887
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
214 North Tryon Street
Charlotte,
North Carolina
28202
(Address of principal executive offices)
(Zip Code)
(
844
)
487-8478
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
_____________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $5 par value
TFC
New York Stock Exchange
Depositary Shares each representing 1/4,000th interest in a share of Series I Perpetual Preferred Stock
TFC.PI
New York Stock Exchange
5.853% Fixed-to-Floating Rate Normal Preferred Purchase Securities each representing 1/100th interest in a share of Series J Perpetual Preferred Stock
TFC.PJ
New York Stock Exchange
Depositary Shares each representing 1/1,000th interest in a share of Series O Non-Cumulative Perpetual Preferred Stock
TFC.PO
New York Stock Exchange
Depositary Shares each representing 1/1,000th interest in a share of Series R Non-Cumulative Perpetual Preferred Stock
TFC.PR
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
ITEM 7.01 Regulation FD Disclosure.
Mike Maguire, Chief Financial Officer of Truist Financial Corporation (“Truist”), will speak at the Barclays Global Financial Services Conference in New York City on Tuesday, September 15, 2026 at 10:30 a.m. ET. In connection with Mr. Maguire’s presentation, Truist is disclosing information about a recently signed transaction related to its strategic decision to exit the near-prime auto lending business and the potential financial impacts and illustrative uses of proceeds from the transaction, which information is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Information contained on Truist’s website is not incorporated by reference into this Current Report on Form 8-K. The information in the preceding paragraph, as well as Exhibit 99.1, are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section. Such information may only be incorporated by reference into another filing under the Exchange Act or the Securities Act of 1933, as amended, if such subsequent filing specifically references Item 7.01 of this Current Report on Form 8-K.
Exhibit 99.1 contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the fact that they do not relate strictly to historical or current facts. Forward-looking statements often use words such as "believe," "expect," "anticipate," "intend," "pursue," "seek," "continue," "estimate," "project," "outlook," "forecast," "potential," "target," "objective," "trend," "plan," "goal," "initiative," "priorities," or other words of comparable meaning or future-tense or conditional verbs such as "may," "will," "should," "would," or "could." Forward-looking statements convey Truist’s expectations, intentions, or forecasts about future events, circumstances, or results. All forward-looking statements, by their nature, are subject to assumptions, risks, and uncertainties, which may change over time and many of which are beyond Truist’s control. You should not rely on any forward-looking statement as a prediction or guarantee about the future. Actual future objectives, strategies, plans, prospects, performance, conditions, and results may differ materially from those set forth in any forward-looking statement. While no list of assumptions, risks, and uncertainties could be complete, some of the factors that may cause actual results or other future events or circumstances to differ from those in Truist’s forward-looking statements include the risks and uncertainties more fully discussed in Part I, Item 1A (Risk Factors) in Truist’s most recently filed Annual Report on Form 10-K and in Truist’s subsequent filings with the Securities and Exchange Commission. Any forward-looking statement made by Truist or on its behalf speaks only as of the date that it was made. Truist does not undertake to update any forward-looking statement to reflect the impact of events, circumstances, or results that arise after the date that the statement was made, except as required by applicable securities laws. You, however, should consult further disclosures (including disclosures of a forward-looking nature) that Truist may make in any subsequent Annual Report on Form 10-K, Quarterly Report on Form 10-Q, or Current Report on Form 8-K.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Description
99.1
Disclosure Material of September 15, 2026 (furnished with the Commission as a part of this Form 8-K)
104
The cover page from this Current Report on Form 8-K, formatted in Inline XBRL
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TRUIST FINANCIAL CORPORATION
(Registrant)
By:
/s/ Cynthia B. Powell
Cynthia B. Powell
Executive Vice President and Corporate Controller
(Principal Accounting Officer)
Date: September 15, 2026