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FORM10-Q

BB&T CORP - BBT

Filed: April 30, 2019 (period: March 31, 2019)

Quarterly report with a continuing view of a company's financial position

The information contained herein may not be copied, adapted or distributed and is not warranted to be accurate, complete or timely. The user assumes all risks for any damages or losses arising from any use of this information, except to the extent such damages or losses cannot be limited or excluded by applicable law. Past financial performance is no guarantee of future results.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________________

FORM 10-Q

_____________________________

Quarterly Report Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

For the quarterly period ended: March 31, 2019

Commission File Number: 1-10853

_____________________________

BB&T CORPORATION

(Exact name of registrant as specified in its charter)

_____________________________

North Carolina

56-0939887

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

200 West Second Street

Winston-Salem, North Carolina

27101

(Address of principal executive offices)

(Zip Code)

(336) 733-2000

(Registrant's telephone number, including area code)

______________________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ý No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

ý

Accelerated filer

¨

Non-accelerated filer

¨

Smaller reporting company

¨

Emerging growth company

¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No ý At March 31, 2019, 765,919,922 shares of the registrant's common stock, $5 par value, were outstanding.

Source: BB&T CORP, 10-Q, April 30, 2019

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The information contained herein may not be copied, adapted or distributed and is not warranted to be accurate, complete or timely. The user assumes all risks for any damages or losses arising from any use of this information, except to the extent such damages or losses cannot be limited or excluded by applicable law. Past financial performance is no guarantee of future results.

10-Q

TABLE OF CONTENTS

BB&T CORPORATION

FORM 10-Q

March 31, 2019

Page No.

PART I - Financial Information

Glossary of Defined Terms

1

Forward-Looking Statements

3

Item 1.

Financial Statements

Consolidated Balance Sheets (Unaudited)

4

Consolidated Statements of Income (Unaudited)

5

Consolidated Statements of Comprehensive Income (Unaudited)

6

Consolidated Statements of Changes in Shareholders' Equity (Unaudited)

7

Consolidated Statements of Cash Flows (Unaudited)

8

Notes to Consolidated Financial Statements (Unaudited)

Note 1. Basis of Presentation

9

Note 2. Business Combinations

11

Note 3. Securities

11

Note 4. Loans and ACL

13

Note 5. Other Assets and Liabilities

16

Note 6. Goodwill and Other Intangible Assets

17

Note 7. Loan Servicing

17

Note 8. Deposits

19

Note 9. Long-Term Debt

19

Note 10. Shareholders' Equity

19

Note 11. AOCI

20

Note 12. Income Taxes

20

Note 13. Benefit Plans

20

Note 14. Commitments and Contingencies

21

Note 15. Fair Value Disclosures

22

Note 16. Derivative Financial Instruments

27

Note 17. Computation of EPS

31

Note 18. Operating Segments

31

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

33

Item 3.

Quantitative and Qualitative Disclosures About Market Risk (see Market Risk Management)

46

Item 4.

Controls and Procedures

53

PART II - Other Information

Item 1.

Legal Proceedings

53

Item 1A.

Risk Factors

53

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

53

Item 3.

Defaults Upon Senior Securities - (none)

Item 4.

Mine Safety Disclosures - (not applicable)

Item 5.

Other Information - (none to be reported)

Item 6.

Exhibits

54

Source: BB&T CORP, 10-Q, April 30, 2019

Powered by Morningstar® Document Research

The information contained herein may not be copied, adapted or distributed and is not warranted to be accurate, complete or timely. The user assumes all risks for any damages or losses arising from any use of this information, except to the extent such damages or losses cannot be limited or excluded by applicable law. Past financial performance is no guarantee of future results.

Glossary of Defined Terms

The following terms may be used throughout this Report, including the consolidated financial statements and related notes.

Term

Definition

2018 Repurchase Plan

Plan for the repurchase of up to $1.7 billion of BB&T's common stock for the one-year period ended June 30, 2019

ACL

Allowance for credit losses

AFS

Available-for-sale

Agency MBS

Mortgage-backed securities issued by a U.S. government agency or GSE

ALLL

Allowance for loan and lease losses

AOCI

Accumulated other comprehensive income (loss)

Basel III

Global regulatory standards on bank capital adequacy and liquidity published by the BCBS

BB&T

BB&T Corporation and subsidiaries

BCBS

Basel Committee on Banking Supervision

BHC

Bank holding company

Branch Bank

Branch Banking and Trust Company

BU

Business Unit

CB-Commercial

Community Banking Commercial, an operating segment

CB-Retail

Community Banking Retail and Consumer Finance, an operating segment

CCAR

Comprehensive Capital Analysis and Review

CCRC

Culture and Conduct Risk Committee

CD

Certificate of deposit

CDI

Core deposit intangible assets

CEO

Chief Executive Officer

CFO

Chief Financial Officer

CET1

Common equity Tier 1

CMO

Collateralized mortgage obligation

Company

BB&T Corporation and subsidiaries (interchangeable with "BB&T" above)

CRE

Commercial real estate

DIF

Deposit Insurance Fund administered by the FDIC

Dodd-Frank Act

Dodd-Frank Wall Street Reform and Consumer Protection Act

EPS

Earnings per common share

EVE

Economic value of equity

Exchange Act

Securities Exchange Act of 1934, as amended

FASB

Financial Accounting Standards Board

FDIC

Federal Deposit Insurance Corporation

FHA

Federal Housing Administration

FHC

Financial Holding Company

FHLB

Federal Home Loan Bank

FHLMC

Federal Home Loan Mortgage Corporation

FNMA

Federal National Mortgage Association

FRB

Board of Governors of the Federal Reserve System

FS&CF

Financial Services and Commercial Finance, an operating segment

FTE

Full-time equivalent employee

GAAP

Accounting principles generally accepted in the United States of America

GNMA

Government National Mortgage Association

Grandbridge

Grandbridge Real Estate Capital, LLC

GSE

U.S. government-sponsored enterprise

HFI

Held for investment

HTM

Held-to-maturity

IH

Insurance Holdings, an operating segment

IPV

Independent price verification

LCR

Liquidity Coverage Ratio

LHFS

Loans held for sale

LIBOR

London Interbank Offered Rate

MBS

Mortgage-backed securities

MRLCC

Market Risk, Liquidity and Capital Committee

MRM

Model Risk Management

MSR

Mortgage servicing right

BB&T Corporation 1

Source: BB&T CORP, 10-Q, April 30, 2019

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The information contained herein may not be copied, adapted or distributed and is not warranted to be accurate, complete or timely. The user assumes all risks for any damages or losses arising from any use of this information, except to the extent such damages or losses cannot be limited or excluded by applicable law. Past financial performance is no guarantee of future results.

Term

Definition

MSRB

Municipal Securities Rulemaking Board

N/A

Not applicable

NCCOB

North Carolina Office of the Commissioner of Banks

NIM

Net interest margin, computed on a TE basis

NM

Not meaningful

NPA

Nonperforming asset

NPL

Nonperforming loan

NYSE

NYSE Euronext, Inc.

OAS

Option adjusted spread

OCI

Other comprehensive income (loss)

OPEB

Other post-employment benefit

OREO

Other real estate owned

ORMC

Operational Risk Management Committee

OT&C

Other, Treasury and Corporate

OTTI

Other-than-temporary impairment

Parent Company

BB&T Corporation, the parent company of Branch Bank and other subsidiaries

PCI

Purchased credit impaired loans

Peer Group

Financial holding companies included in the industry peer group index

PSU

Performance share units

Re-REMICs

Re-securitizations of Real Estate Mortgage Investment Conduits

Regions Insurance

Regions Insurance Group, acquired by BB&T effective July 2, 2018

ROU Assets

Right-of-use assets

RSU

Restricted stock unit

RUFC

Reserve for unfunded lending commitments

SBIC

Small Business Investment Company

SEC

Securities and Exchange Commission

Short-Term Borrowings

Federal funds purchased, securities sold under repurchase agreements and other short-term borrowed funds with original maturities of less

than one year

Simulation

Interest sensitivity simulation analysis

SunTrust

SunTrust Banks, Inc.

TBA

To be announced

TDR

Troubled debt restructuring

TE

Taxable-equivalent

U.S.

United States of America

U.S. Treasury

United States Department of the Treasury

UPB

Unpaid principal balance

VaR

Value-at-risk

VIE

Variable interest entity

2 BB&T Corporation

Source: BB&T CORP, 10-Q, April 30, 2019

Powered by Morningstar® Document Research

The information contained herein may not be copied, adapted or distributed and is not warranted to be accurate, complete or timely. The user assumes all risks for any damages or losses arising from any use of this information, except to the extent such damages or losses cannot be limited or excluded by applicable law. Past financial performance is no guarantee of future results.

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BB&T Corporation published this content on 30 April 2019 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 30 April 2019 10:27:07 UTC