A time-of-flight pixel array includes photodiodes that generate charge in response to incident reflected modulated light. First transfer transistors transfer a first portion of the charge from the photodiodes in response to a first modulation signal and second transfer transistors transfer a second portion of the charge from the photodiodes in response to a second modulation signal, which is an inverted first modulation signal. First floating diffusions are coupled to the first transfer transistors. A binning transistor is coupled between one of the first floating diffusions and another one of the first floating diffusions. A first memory node is coupled to one of the first floating diffusions through a first sample and hold transistor and a second memory node is coupled to another one of the first floating diffusions through a second sample and hold transistor.