Truist names Michael Lyons CEO effective Sept. 1; Bill Rogers transitions to executive chair

Truist Financial Corporation (NYSE: TFC) today announced Michael P. Lyons as its next president and chief executive officer, effective Sept. 1, 2026. Lyons is a dynamic leader with over three decades of financial services experience and a proven track record of driving growth and competitive innovation in the banking industry.

Lyons succeeds Bill Rogers, who will become executive chair on Lyons’ start date as part of Truist’s leadership succession strategy. Rogers will serve in that role until his planned retirement in April 2027.

William H. Rogers, Jr. will retire as Chief Executive Officer (“CEO”) and President of the Corporation and the Bank effective on September 1, 2026 (the “Transition Date”). Mr. Rogers will serve as Executive Chair of the Corporation and the Bank and continue to serve as a member of the Boards of Directors of the Corporation and the Bank (the “Boards”) from the Transition Date through the Corporation’s annual meeting of shareholders in 2027 (the “Retirement Date”).

Michael P. Lyons will be appointed to serve as CEO and President of the Corporation and the Bank and as a member of the Boards effective on the Transition Date. Mr. Lyons, age 55, most recently served as chief executive officer and a member of the board of directors of Fiserv, Inc. from May 2025 to June 2026 after serving as president and chief executive officer-elect from January 2025 to May 2025. Before that role, he served as president of The PNC Financial Services Group, Inc. and its wholly owned subsidiary, PNC Bank, National Association, from February 2024 to January 2025 after serving as executive vice president and head of corporate and institutional banking beginning in October 2011.

Pursuant to the Lyons Letter, Mr. Lyons’s initial annual base salary will be $1,300,000, and his target AIP award for 2026 will be no less than 325% of this base salary (prorated for 2026 based on the Transition Date). Mr. Lyons will receive an LTI award for 2026 with a target grant-date value of $12,000,000, which will be on the same terms as the LTI awards previously granted to other members of senior executive leadership for 2026—40% PSUs, 35% restricted stock units (“RSUs”), and 25% cash long-term incentive plan (“LTIP”) awards. Mr. Lyons will also be eligible to receive an LTI award for 2027 with a target grant-date value of no less than $12,000,000

Mr. Lyons will receive replacement awards in consideration of compensation foregone from his prior employer as follows: (a) cash awards of (i) $1,000,000 to be paid as soon as practicable after the Transition Date and (ii) $1,700,000 to be paid in 2027 when AIP awards are regularly paid to senior executive leadership, subject to his continued employment, and (b) LTI awards of (i) RSUs with a grant-date value of $13,200,000, which will vest

ratably over three years, (ii) PSUs with an aggregate target grant-date value of $15,000,000, which will be distributed evenly across the 2024-2026, 2025-2027, and 2026-2028 performance periods, and (iii) LTIPs with an aggregate target grant-date value of $9,300,000, which will be distributed evenly across the 2024-2026, 2025-2027, and 2026-2028 performance periods.