Return on Tangible Common Equity or ROTCE definition

Return on Tangible Common Equity or ROTCE means net income available to common shareholders of SunTrust as a percentage of average total common equity reduced by recorded intangible assets for the applicable calendar quarter. In the event SunTrust is merged with or into another entity prior to the end of the Performance Period, then “Return on Tangible Common Equity” shall mean net income available to common shareholders of the surviving corporation as a percentage of average total common equity reduced by recorded intangible assets for the applicable calendar quarter.