Form 8-K · Current report

Truist Financial 8-K, filed Jul 29, 2026

Filed
CIK
0000092230
Accession no.
0001193125-26-323732
AI-generated summary

Summary

Truist Financial Corporation's board approved amendments to its Amended and Restated Bylaws effective July 28, 2026, designating the federal district courts as the sole and exclusive forum for complaints arising under the Securities Act of 1933 unless Truist consents otherwise, while also clarifying proxy access nomination timing.

Key points

  • Truist Financial Corporation's board approved amendments to its Amended and Restated Bylaws on July 28, 2026, effective the same date.
  • The amendments add Article IX, Section 8, making the federal district courts of the United States the sole and exclusive forum for claims under the Securities Act of 1933 unless Truist consents in writing to an alternative forum.
  • The amendments also clarify timing requirements for proxy access nominations and include an administrative change.

Written by an AI model from the filing text. It can be incomplete or wrong; the filing on SEC.gov is the record.

Items reported

  • 5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
  • 9.01Financial Statements and Exhibits

From the filing

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On July 28, 2026, the Board of Directors of Truist Financial Corporation (“Truist”) approved and adopted, effective as of such date, amendments to Truist’s Amended and Restated Bylaws (as so amended, the “Bylaws”). The amendments to the Bylaws include adding Article IX, Section 8 to provide that, unless Truist consents in writing to the selection of an alternative forum, to the fullest extent permitted by law, the federal district courts of the United States shall be the sole and exclusive forum for any complaint asserting a cause of action arising under the Securities Act of 1933 or any rule or regulation…

An excerpt of the text as filed with the SEC, cut for length.

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