Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
CARRIG KENNETH J
  2. Issuer Name and Ticker or Trading Symbol
SUNTRUST BANKS INC [STI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEVP & Chief HR Officer
(Last)
(First)
(Middle)
303 PEACHTREE STREET, NE
3. Date of Earliest Transaction (Month/Day/Year)
02/14/2014
(Street)

ATLANTA, GA 30308
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock               13,140 (1) D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock (4) (4)               (4)   (4) Common Stock 11,816.7   11,816.7 D  
Option (2) $ 25.95             06/14/2014 06/14/2021 Common Stock 35,500   35,500 D  
Option (3) $ 21.67               (3) 02/14/2022 Common Stock 30,000   30,000 D  
Option (3) $ 27.41             02/26/2014 02/26/2023 Common Stock 7,753   7,753 D  
Option (3) $ 27.41             02/26/2015 02/26/2023 Common Stock 7,753   7,753 D  
Option (3) $ 27.41             02/26/2016 02/26/2023 Common Stock 7,754   7,754 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
CARRIG KENNETH J
303 PEACHTREE STREET, NE
ATLANTA, GA 30308
  X     CEVP & Chief HR Officer  

Signatures

 David A. Wisniewski, Attorney-in-Fact for Kenneth J. Carrig   02/14/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes 13,140 shares of restricted stock which vest on June 14, 2014.
(2) Granted under the SunTrust Banks, Inc. 2009 Stock Plan.
(3) Granted pursuant to the 2009 SunTrust Banks, Inc. Stock Plan. One third of the award vests each year for three years.
(4) Represents restricted stock units, half of which vest on 2/14/2014 and half on 2/15/2015. Includes shares acquired upon dividend reinvestment.

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