Offerings // TRUIST FINANCIAL CORP

TFC offering history

Every offering-related filing in TRUIST FINANCIAL CORP’s recent SEC record — registrations (announced capacity) kept separate from pricing documents (executed sales). Reviewed 1,001 filings back to Jan 26, 2021.

Last executed offering

Jul 21, 2026

424B2 — priced deal (shares or notes)

Last registration (announced)

Jan 19, 2024

S-3ASR — capacity, not a sale

Executed, last 12 months

424B pricings + 8-K 3.02 sales

Registered, last 12 months

S-1/S-3/F-series registrations

Date	Filing		What it means
Jul 21, 2026	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Jul 20, 2026	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Jul 20, 2026	FWP →	MARKETING	Free-writing prospectus — offering being marketed
May 13, 2026	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
May 12, 2026	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
May 12, 2026	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Apr 21, 2026	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Apr 21, 2026	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Apr 21, 2026	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Apr 21, 2026	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Apr 20, 2026	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Apr 20, 2026	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Jan 23, 2026	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Jan 23, 2026	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Jan 22, 2026	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Oct 22, 2025	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Oct 21, 2025	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Oct 20, 2025	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
May 19, 2025	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
May 15, 2025	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
May 15, 2025	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Aug 2, 2024	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Aug 1, 2024	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Aug 1, 2024	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Jan 23, 2024	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Jan 23, 2024	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Jan 22, 2024	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Jan 22, 2024	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Jan 22, 2024	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Jan 22, 2024	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Jan 19, 2024	S-3ASR →	REGISTERED	Automatic shelf registration — effective immediately (large filers)
Jan 19, 2024	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Oct 26, 2023	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Oct 25, 2023	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Oct 25, 2023	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Jun 6, 2023	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Jun 6, 2023	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Jun 6, 2023	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Jun 6, 2023	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Jun 5, 2023	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital

TFC offering-related filings from SEC EDGAR, newest first (capped at 40). Each links to the original document.

Two honest limits. (1) A 424B takedown can price shares or notes — EDGAR’s metadata doesn’t say which, so open the document: large investment-grade filers use these mostly for bond deals (no dilution), small-caps mostly for shares. (2) At-the-market (ATM) programs sell shares gradually and individual sales are not separately filed — the visible footprint is the enabling shelf and its 424B5; actual ATM share counts surface later in the 10-Q/10-K share count. Educational information from public filings, not investment advice.

Is a shelf active now? →Do they need money? →Red flags →Full TFC workspace →

TFC offering FAQ

When did TFC last execute an offering?

Per SEC filings, TRUIST FINANCIAL CORP's most recent priced offering document is a 424B2 filed 2026-07-21. Note a 424B takedown can price shares or notes (debt) — the linked document says which.

When did TFC last announce or register an offering?

The most recent registration is a S-3ASR filed 2024-01-19. A registration is capacity to sell shares — not a sale.

Does an offering always mean dilution?

Registered direct offerings and shelf takedowns issue new shares and dilute existing holders. Resale registrations (424B3/B7) let existing holders sell and do not create new shares. Secondary sales by insiders also do not dilute. Each row here is labeled with what it is.

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