DEPOSIT AGREEMENT among SUNTRUST BANKS, INC., U.S. BANK NATIONAL ASSOCIATION as Depositary, and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated as of November 7, 2014Deposit Agreement • November 7th, 2014 • Suntrust Banks Inc • National commercial banks • New York
DEPOSIT AGREEMENT dated as of November 7, 2014, among (i) SUNTRUST BANKS, INC., a Georgia corporation, (ii) U.S. Bank National Association, a national banking association formed under the laws of the United States, and (iii) the holders from time to time of the Receipts described herein.
SunTrust Banks, Inc. 500,000 Depositary Shares Each Representing a 1/100th Interest in a Share of Fixed-to-Floating Rate Perpetual Preferred Stock, Series F Underwriting AgreementUnderwriting Agreement • November 7th, 2014 • Suntrust Banks Inc • National commercial banks • New York
SunTrust Banks, Inc., a Georgia corporation (the “Company”), proposes, subject to the terms and conditions stated in this underwriting agreement (the “Agreement”), to issue and sell to you, the Underwriters named in Schedule I hereto (the “Underwriters”) for whom SunTrust Robinson Humphrey, Inc., Goldman, Sachs & Co. and Morgan Stanley & Co. LLC shall act as representatives (the “Representatives”), an aggregate of 500,000 depositary shares (the “Depositary Shares”), each representing a 1/100th interest in a share of the Company’s Perpetual Preferred Stock, Series F (the “Preferred Shares” and, together with the Depositary Shares, the “Shares”). The Preferred Shares, when issued, will be deposited against delivery of depositary receipts (the “Depositary Receipts”), which will evidence the Shares and will be issued by U.S. Bank National Association, as depositary (the “Depositary”) under a deposit agreement (the “Deposit Agreement”) among the Company, the Depositary and the holders from
