4//SEC Filing
Karam Fahmi 4
Accession 0000899243-22-004079
CIK 0001580608other
Filed
Feb 1, 7:00 PM ET
Accepted
Feb 2, 2:33 PM ET
Size
8.5 KB
Accession
0000899243-22-004079
Insider Transaction Report
Form 4
Karam Fahmi
Please see remarks
Transactions
- Disposition to Issuer
Common Stock
2022-01-31−73,100→ 0 total - Disposition to Issuer
Stock option (right to buy)
2022-01-31$19.76/sh−19,600$387,296→ 0 totalExercise: $21.74Exp: 2025-09-22→ Common Stock (19,600 underlying)
Footnotes (4)
- [F1]Disposed of pursuant to the closing, on January 31, 2022, of the merger ("Merger") whereby Max Merger Sub, Inc. ("Merger Sub") merged with and into the Issuer, pursuant to the Agreement and Plan of Merger, dated August 23, 2021 (the "Merger Agreement"), by and between the Issuer, Santander Holdings USA, Inc. ("Parent") and Merger Sub. Pursuant to the Merger Agreement, each share of Common Stock held by the Reporting Person (other than restricted stock units of the Issuer ("Company RSUs")) was converted into the right to receive $41.50 (the "per share price"), less any required withholding taxes, in the form of American Depositary Shares of Banco Santander ("ADRs"). The number of shares reported includes 17,747 Company RSUs.
- [F2](Continued From Footnote 1) Under the Merger Agreement, each Company RSU outstanding immediately prior to the effective time of the Merger was canceled and replaced with a restricted stock unit award providing the holder a right to receive a number of ADRs equal to the per share price divided by the closing value of an ADR immediately before the signing date.
- [F3]20% of the options became exercisable on each of September 22, 2016, 2017, 2018, 2019 and 2020.
- [F4]Pursuant to the Merger Agreement, each option was cancelled and converted into the right to receive the difference between $41.50 and the exercise price per share of the option, less any required withholding taxes.
Documents
Issuer
Santander Consumer USA Holdings Inc.
CIK 0001580608
Entity typeother
Related Parties
1- filerCIK 0001743843
Filing Metadata
- Form type
- 4
- Filed
- Feb 1, 7:00 PM ET
- Accepted
- Feb 2, 2:33 PM ET
- Size
- 8.5 KB