Item 1 Business AR-1, AR-3 thru AR-37 Item 2
Item 2 Properties AR-37 Item 3
Item 3 Legal Proceedings AR-37 Item 4
Item 4 Not Applicable
PART II Item 5
Item 5 Market for the Registrant's Common Equity and Related Stockholder AR-2, AR-5, AR-29, Matters AR-35, AR-64 Item 6
Item 6 Selected Financial Data AR-5 Item 7
Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations AR-3 thru AR-34 Item 8
Item 8 Financial Statements and AR-28 thru AR-34, Supplementary Data AR-38 thru AR-63 Item 9
Item 9 Not Applicable
PART III Item 10
Item 10 Directors and Executive Officers of the Registrant Proxy Statement Item 11
Item 11 Executive Compensation Proxy Statement Item 12
Item 12 Security Ownership of Certain Beneficial Owners and Management Proxy Statement Item 13
Item 13 Certain Relationships and Related Transactions Proxy Statement
PART IV Item 14.
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
Financial Statements Filed. See "Index to Consolidated Financial Statements" on page 72 of this Form 10-K. All financial statement schedules are omitted because the data is either not applicable or is discussed in the financial statements or related footnotes. The Company's Articles of Incorporation, By-laws, certain instruments defining the rights of securities holders, including designations of the terms of outstanding indentures, constituent instruments relating to various employee benefit plans, and a statement setting forth the computation of per share earnings and certain other documents are filed as Exhibits to this Report or incorporated by reference herein pursuant to the Securities Exchange Act of 1934.
3. Exhibit Index Sequential Page Exhibit Description Number
3.1 Amended and Restated Articles of Incorporation of * SunTrust Banks, Inc. ("SunTrust") effective as of November 14, 1989, incorporated by reference to Exhibit 3.1 to Registrant's Annual Report on 10-K for the year ended December 31, 1989.
3.2 Amended and Restated Bylaws of SunTrust effective as * of February 12, 1991, incorporated by reference to Exhibit 3.2 to Registrant's Annual Report on 10-K for the year ended December 31, 1990.
4.1 Indenture Agreement between SunTrust and Morgan * Guaranty Trust Company of New York, as Trustee, incorporated by reference to Exhibit 4(a) to Registration Statement No. 33-00084.
4.2 Indenture Agreement between SunTrust and * Manufacturers Hanover Trust Company, as Trustee, incorporated by reference to Exhibit 4(a) to Registration Statement No. 33-12186.
4.3 Indenture between SunTrust and PNC, N.A., as Trustee, * incorporated by reference to Exhibit 4(a) to Registration Statement No. 33-62162.
4.4 Indenture between SunTrust and The First National * Bank of Chicago, as Trustee, incorporated by reference to Exhibit 4(b) to Registration Statement No. 33-62162.
Executive Compensation Plans and Arrangements:
10.1 SunTrust Banks, Inc. Supplemental Executive Plan, as * amended and restated effective February 13, 1990, incorporated by reference to Exhibit 10.1 to Registrant's Annual Report on 10-K for the year ended December 31, 1989.
10.2 SunTrust Banks, Inc. Performance Unit Plan, as * amended and restated effective November 8, 1988, incorporated by reference to Exhibit 10.2 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1988.
10.3 SunTrust Banks, Inc. Performance Unit Plan dated January 4, 1995. 7
10.4 SunTrust Banks, Inc. Management Incentive Plan dated January 4, 1995. 15
10.5 SunTrust Banks, Inc. Management Incentive Plan * Deferred Compensation Fund, effective January 1, 1986, incorporated by reference to Exhibit 10.3 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1985.
10.6 SunTrust Banks, Inc. Executive Stock Plan, * incorporated by reference to Exhibit 10.5 to Registrant's Annual Report on 10-K for the year ended December 31, 1989.
10.7 SunTrust Banks, Inc. 1995 Executive Stock Plan
10.8 Trust Company of Georgia 1977 Employee Stock Option * Plan, as amended, incorporated by reference to Exhibit A to Prospectus and Proxy Statement to Post-Effective Amendment No. 1 to Registration Statement No. 2-92421.
10.9 Amendment to Trust Company of Georgia 1977 Employee * Stock Option Plan and Consent to Adoption by SunTrust Banks, Inc., effective July 1, 1985, incorporated by reference to Exhibit 19(d) to SunTrust's Form 10-Q for the quarter ended June 30, 1985.
10.10 Directors Deferred Compensation Plan, incorporated by * reference to Exhibit 10.8 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1993.
11 Statement re computation of per share earnings. 33
12 Ratio of Earnings to Fixed Charges. 34
13 SunTrust's 1994 Annual Report to Shareholders. 35
21 SunTrust Subsidiaries. 99
22 SunTrust's Proxy Statement relating to the 1995 * Annual Meeting of Shareholders, dated February 22, 1995.
23 Consent of Independent Public Accountants. 101
27 Financial Data Schedule 102
Certain instruments defining rights of holders of long-term debt of SunTrust and its subsidiaries are not filed herewith pursuant to Item 601(b)(4)(iii) of Regulation S-K. At the Commission's request, SunTrust agrees to give the Commission a copy of any instrument with respect to long- term debt of SunTrust and its consolidated subsidiaries and any of its unconsolidated subsidiaries for which financial statements are required to be filed under which the total amount of debt securities authorized does not exceed ten percent of the total assets of SunTrust and its subsidiaries on a consolidated basis.
* Incorporated by reference.
Certain statistical data required by the Securities and Exchange Commission are included on pages 39-68.
Signatures
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf on February 14, 1995 by the undersigned, thereunto duly authorized.
SunTrust Banks, Inc. (Registrant)
By: /s/ James B. Williams Chairman of the Board of Directors and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed on February 14, 1994 by the following persons on behalf of the Registrant and in the capacities indicated.
By: /s/ James B. Williams Chairman of the Board of Directors and Chief Executive Officer
By: /s/ L. Phillip Humann President
By: /s/ John W. Spiegel Executive Vice President and Chief Financial Officer
By: /s/ William P. O'Halloran Senior Vice President and Controller (Chief Accounting Officer)
/s/ J. Hyatt Brown Director J. Hyatt Brown
/s/ James D. Camp, Jr. Director James D. Camp, Jr.
/s/ Warren M. Cason Director Warren M. Cason
/s/ Roberto C. Goizueta Director Roberto C. Goizueta
/s/ T. Marshall Hahn, Jr. Director T. Marshall Hahn, Jr.
/s/ David H. Hughes Director David H. Hughes
/s/ Joseph L. Lanier, Jr. Director Joseph L. Lanier, Jr.
/s/ H.G. Patillo Director H.G. Patillo
/s/ Scott L. Probasco, Jr. Director Scott L. Probasco, Jr.
/s/ Robert W. Scherer Director Robert W. Scherer
/s/ J. Walter Tucker, Jr. Director J. Walter Tucker, Jr.
/s/ James H. Williams Director James H. Williams