4//SEC Filing
RYAN JOHN R 4
Accession 0001127602-22-000973
CIK 0001171825other
Filed
Jan 4, 7:00 PM ET
Accepted
Jan 5, 5:49 PM ET
Size
10.5 KB
Accession
0001127602-22-000973
Insider Transaction Report
Form 4
RYAN JOHN R
Director
Transactions
- Disposition to Issuer
Restricted Stock Units
2022-01-03−3,243.564→ 0 total→ Common Stock (3,243.564 underlying) - Disposition to Issuer
Deferred Share Unit
2022-01-03−8,375.232→ 0 total→ Common Stock (8,375.232 underlying) - Disposition to Issuer
Common Stock
2022-01-03−20,205.699→ 0 total
Footnotes (5)
- [F1]Pursuant to the Agreement and Plan of Merger, dated October 15, 2020, by and among CIT Group Inc. ("CIT"), First Citizens BancShares, Inc. ("BancShares"), First-Citizens Bank & Trust Company, and FC Merger Subsidiary IX, Inc. (as amended from time to time, the "Merger Agreement"), a transaction exempt under Rule 16b-3, each issued and outstanding share of common stock, par value $0.01 per share, of CIT ("CIT Common Stock") was converted into 0.06200 (the "Exchange Ratio") shares of Class A common stock, par value $1.00 per share, of BancShares (the "BancShares Class A Common Stock"). On December 31, 2021 (the business day prior to the merger), the closing price of one share of CIT Common Stock was $51.34.
- [F2]For Mr. Ryan, pursuant to the Merger Agreement, a transaction exempt under Rule 16b-3, (1) 1,621.782 unvested restricted stock units in respect of shares of CIT Common Stock ("CIT RSUs") (not subject to deferral) automatically vested upon the effective time and were converted into 100 shares of BancShares Class A Common Stock as multiplied by the Exchange Ratio less fractional shares paid in cash, and (2) CIT RSUs representing the right to receive the value of 1,621.782 shares of CIT Common Stock in cash were settled in cash following the merger.
- [F3]Each CIT RSU had the economic equivalent of one share of CIT Common Stock.
- [F4]Mr. Ryan previously elected to defer issuance of Common Stock until he was no longer a member of the Board. Pursuant to Merger Agreement, the deferred share units in respect of CIT Common Stock (the "CIT DSUs") automatically vested upon the effective time and were converted into 519 shares of BancShares Class A Common Stock as multiplied by the Exchange Ratio less fractional shares paid in cash.
- [F5]Each CIT DSU had the economic equivalent of one share of CIT Common Stock.
Documents
Issuer
CIT GROUP INC
CIK 0001171825
Entity typeother
Related Parties
1- filerCIK 0001243319
Filing Metadata
- Form type
- 4
- Filed
- Jan 4, 7:00 PM ET
- Accepted
- Jan 5, 5:49 PM ET
- Size
- 10.5 KB