BB&T Corporation (NYSE:BBT) Files An 8-K Other Events

BB&T Corporation (NYSE:BBT) Files An 8-K Other Events

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ITEM8.01

Other Events.

On June30, 2017, BBT Corporation (the Company) updated its
Medium-Term Note Program (the Medium-Term Note Program), under
which the Company may issue from time to time Medium-Term Notes,
Series G (Senior) (the Series G Notes), and Medium-Term Notes,
Series H (Subordinated) (the Series H Notes and, together with
the Series G Notes, the Notes). The Series G Notes will be issued
to the Indenture Regarding Senior Securities, dated as of May24,
1996, as amended by the First Supplemental Indenture, dated as of
May4, 2009 (as so amended, and as may be further amended or
supplemented from time to time), between the Company and U.S.
Bank National Association, as trustee, and to the Officers
Certificate and Company Order, dated as of June30, 2017, with
respect to, among other things, the establishment of the Series G
Notes. The Series H Notes will be issued to the Indenture
Regarding Subordinated Securities, dated as of May24, 1996, as
amended by the First Supplemental Indenture, dated as of
December23, 2003, by the Second Supplemental Indenture, dated as
of September24, 2004, and by the Third Supplemental Indenture,
dated as of May4, 2009 (as so amended, and as may be further
amended or supplemented from time to time), between the Company
and U.S. Bank National Association, as trustee, and to the
Officers Certificate and Company Order, dated as of June30, 2017,
with respect to, among other things, the establishment of the
Series H Notes. The Notes have been registered under the
Securities Act of 1933, as amended, by a registration statement
on Form S-3, File No. 333-219092, filed June30, 2017.

In connection with updating its Medium-Term Note Program, the
Company entered into a Distribution Agreement, dated as of
June30, 2017, with Morgan Stanley Co. LLC and each of the other
Agents listed on Schedule A thereto, which agreement is filed as
Exhibit 1.1 hereto and to which the Notes will be sold.


ITEM9.01
Financial Statements and Exhibits.

Exhibit No. Description of Exhibit

1.1 Distribution Agreement, dated as of June30, 2017, between the
Company and Morgan Stanley Co. LLC and each of the other
Agents listed on Schedule A thereto.
4.1 Officers Certificate and Company Order, dated as of June 30,
2017, to establish the Series G Notes (excluding exhibits
thereto).
4.2 Officers Certificate and Company Order, dated as of June 30,
2017, to establish the Series H Notes (excluding exhibits
thereto).
4.3 Specimen of Series G Notes.
(a) Series G (Senior) Form of Global Fixed Rate Note.
(b) Series G (Senior) Form of Global Floating Rate Note.
(c) Series G (Senior) Form of Global OID Zero Coupon Note.
(d) Series G (Senior) Form of Global OID Fixed Rate Note.
(e) Series G (Senior) Form of Master Global Note.
4.4 Specimen of Series H Notes.
(a) Series H (Subordinated) Form of Global Fixed Rate Note.
(b) Series H (Subordinated) Form of Global Floating Rate Note.
(c) Series H (Subordinated) Form of Global OID Zero Coupon Note.
(d) Series H (Subordinated) Form of Global OID Fixed Rate Note.
(e) Series H (Subordinated) Form of Master Global Note.



BB&T CORP Exhibit
EX-1.1 2 d407801dex11.htm EX-1.1 EX-1.1 Exhibit 1.1 EXECUTION COPY BB&T Corporation (a North Carolina corporation) Medium-Term Notes,…
To view the full exhibit click here
About BB&T Corporation (NYSE:BBT)

BB&T Corporation is a financial holding company. The Company conducts its business operations primarily through its bank subsidiary, Branch Banking and Trust Company, and other nonbank subsidiaries. Its segments include Community Banking, which offers a range of loan and deposit products and other financial services; Residential Mortgage Banking, which retains and services mortgage loans originated by Community Banking, as well as those purchased from various correspondent originators; Dealer Financial Services, which originate loans to consumers on a prime and nonprime basis for the purchase of automobiles; Specialized Lending, which consists of business units and subsidiaries that provide finance products to consumers and businesses; Insurance Services, which provide property and casualty, employee benefits and life insurance to businesses and individuals; Financial Services, which provide asset management, corporate trust services and others, and Other, Treasury and Corporate

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