SunTrust 2013 Annual Report Download - page 168

Notes to Consolidated Financial Statements, continued
152
Stock-based compensation expense recognized in noninterest expense for the years ended December 31 was as follows:
(Dollars in millions) 2013 2012 2011
Stock-based compensation expense:
Stock options $6 $11 $15
Restricted stock 32 30 32
RSUs 18 27 10
Total stock-based compensation expense $56 $68 $57
The recognized stock-based compensation tax benefit was $21 million, $26 million, and $22 million for the years ended
December 31, 2013, 2012, and 2011, respectively.
In addition to the SunTrust stock-based compensation awards, the Company has two subsidiaries which sponsor separate
equity plans where subsidiary restricted stock or restricted membership interests are granted to key employees of the
subsidiaries. These awards may be subject to one or more vesting criteria, including employment, performance, or other
conditions as established by the board of directors or executive of the subsidiary at the time of grant. Compensation cost for
these restricted awards is equal to the fair market value of the shares on the grant date of the award and is amortized to
compensation expense over the vesting period considering an estimation of forfeitures. As the equity of these subsidiaries is
not traded in public markets, fair market value of the shares on the grant date is determined based on an external valuation.
Depending on the specific terms of the awards, unvested awards may or may not be entitled to receive dividends or distributions
during the vesting period. The restricted stock awards and restricted membership interest awards are subject to certain fair
value put and call provisions subsequent to vesting. Stock-based compensation expense recognized in noninterest expense
for the subsidiary equity plans totaled $6 million for the year ended December 31, 2013 and totaled $8 million for both years
ended December 31, 2012 and 2011. During 2011, one of the subsidiaries converted all unvested membership interest awards
into LTI cash awards for a fixed dollar amount equal to the fair value of the membership interest at the date of modification.
The modified awards will continue to vest based on their original vesting schedule, and compensation expense will be
recognized based on the higher of the original grant date value or the modified value.
Retirement Plans
Defined Contribution Plan
SunTrust's employee benefit program includes a qualified defined contribution plan. For 2013 and 2012, the plan provided a
dollar for dollar match on the first 6% of eligible pay that a participant, including executive participants, elected to defer to
the 401(k) plan. Compensation expense related to this plan for each year ended December 31, 2013 and 2012 was $96 million.
SunTrust also maintains the SunTrust Banks, Inc. Deferred Compensation Plan in which key executives of the Company are
eligible. In accordance with the terms of the plan, the matching contribution to the Deferred Compensation Plan is the same
percentage of match as provided in the 401(k) Plan subject to such limitations as may be imposed by the plans' provisions
and applicable laws and regulations. Effective January 1, 2012, the Company's 401(k) plan and the Deferred Compensation
Plan were amended to permit an additional discretionary Company contribution equal to a fixed percentage of eligible pay,
as defined in the respective plan. For the 2012 performance year, the Company made a discretionary contribution on March
15, 2013, in the amount of 2% of 2012 eligible pay to the 401(k) Plan and the Deferred Compensation Plan, which was $38
million. For the 2013 performance year, the Company anticipates making a discretionary contribution on March 15, 2014, in
the amount of 1% of 2013 eligible pay to the 401(k) Plan and the Deferred Compensation Plan of $19 million.
During 2011 the Company's 401(k) plan and the Deferred Compensation Plan provided a dollar for dollar match on the first
5% of eligible pay that a participant elected to defer to the 401(k) plan. Compensation expense related to the 401(k) plan for
the year ended December 31, 2011 totaled $81 million, excluding the special contribution during 2011 described below.
Effective January 1, 2011, employees hired on or after January 1, 2011 will vest in all Company 401(k) matching contributions
and matching contributions under the Deferred Compensation Plan upon completion of two years of vesting service. During
2011, the Company's 401(k) plan and the Deferred Compensation Plan were amended to provide for a special one-time
contribution equal to 5% of eligible 2011 earnings, which was $28 million, for employees who have: (1) at least 20 years of
service at December 31, 2011, or (2) 10 years of service and the sum of age and service equaled or exceeded 60 at December 31,
2011. This contribution was made subsequent to the retirement pension benefit curtailment described below.