Filing Details

Accession Number:
0000899243-22-003614
Form Type:
4
Zero Holdings:
No
Publication Time:
2022-01-31 08:15:16
Reporting Period:
2022-01-27
Accepted Time:
2022-01-31 08:15:16
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1580608 Santander Consumer Usa Holdings Inc. SC Commercial Banks, Nec (6029) U3
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
891478 Banco Santander, S.a. Ciudad Grupo Santander
28660 Boadilla Del Monte
Madrid U3
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2022-01-27 14,184,414 $41.50 259,777,969 No 4 P Indirect See note (2) in Explanation of Responses below.
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect See note (2) in Explanation of Responses below.
Footnotes
  1. Pursuant to an Agreement and Plan of Merger dated as of August 23, 2021, on September 7, 2021, Max Merger Sub, Inc. ("Purchaser"), a Delaware corporation and a direct wholly owned subsidiary of Santander Holdings USA, Inc. ("SHUSA") and an indirect wholly owned subsidiary of Banco Santander, S.A. (the "Reporting Person"), commenced a tender offer (the "Offer") to acquire all of the outstanding shares of common stock of Santander Consumer USA Holdings Inc. ("SC") not already owned by SHUSA, at a purchase price of $41.50 per share. As of the expiration of the Offer at 5:00 p.m., New York City time, on January 27, 2022, 14,184,414 shares had been tendered and not validly withdrawn pursuant to the Offer (including shares subject to guaranteed delivery). Purchaser accepted for purchase all shares tendered and not validly withdrawn pursuant to the Offer.
  2. This number reflects 245,593,555 shares owned directly by SHUSA, a wholly owned subsidiary of the Reporting Person, and 14,184,414 shares, which were tendered in the Offer and accepted for purchase on January 27, 2022, and thereupon owned by Purchaser, an indirect wholly owned subsidiary of the Reporting Person. Following Purchaser's acceptance for purchase of shares tendered in the Offer, on January 31, 2022, Purchaser was merged with and into SC, with SC surviving the merger as a direct wholly owned subsidiary of SHUSA and an indirect wholly owned subsidiary of the Reporting Person.