0001127602-22-001026.txt : 20220105
0001127602-22-001026.hdr.sgml : 20220105
20220105190241
ACCESSION NUMBER: 0001127602-22-001026
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220103
FILED AS OF DATE: 20220105
DATE AS OF CHANGE: 20220105
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MENELLY DENISE M.
CENTRAL INDEX KEY: 0001678862
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-31369
FILM NUMBER: 22513018
MAIL ADDRESS:
STREET 1: C/O CIT GROUP INC., 1 CIT DRIVE
CITY: LIVINGSTON
STATE: NJ
ZIP: 07039
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CIT GROUP INC
CENTRAL INDEX KEY: 0001171825
STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021]
IRS NUMBER: 651051192
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1 CIT DRIVE
CITY: LIVINGSTON
STATE: NJ
ZIP: 07039
BUSINESS PHONE: 9737405000
MAIL ADDRESS:
STREET 1: 1 CIT DRIVE
CITY: LIVINGSTON
STATE: NJ
ZIP: 07039
FORMER COMPANY:
FORMER CONFORMED NAME: CIT GROUP INC DEL
DATE OF NAME CHANGE: 20020422
4
1
form4.xml
PRIMARY DOCUMENT
X0306
4
2022-01-03
1
0001171825
CIT GROUP INC
CIT
0001678862
MENELLY DENISE M.
C/O CIT GROUP INC.
340 MOUNT KEMBLE AVENUE, SUITE 100
MORRISTOWN
NJ
07960
1
EVP, Head of Technology & Ops
Common Stock
2022-01-03
4
A
0
8905.601
A
8905.601
D
Common Stock
2022-01-03
4
D
0
8905.601
D
0
D
Common Stock
2022-01-03
4
D
0
28563.519
D
29948.942
D
Common Stock
2022-01-03
4
D
0
29948.942
D
0
D
For Ms. Menelly, pursuant to the Merger Agreement, performance share unit awards in respect of shares of CIT Common Stock (the "CIT PSUs") were converted into 553 restricted stock units in respect of shares of BancShares Class A Common Stock, equal to the number of shares subject to the CIT PSUs determined based on target level performance as of immediately prior to the effective time multiplied by the Exchange Ratio, with the result rounded up to the nearest whole share.
Each CIT PSU had the economic equivalent of one share of CIT Common Stock.
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.
For Ms. Menelly, pursuant to the Merger Agreement, the unvested restricted stock units in respect of shares of CIT Common Stock (the "CIT RSUs") were converted into 1,859 restricted stock units in respect of shares of BancShares Class A Common Stock, equal to the number of shares subject to the CIT RSUs as of immediately prior to the effective time multiplied by the Exchange Ratio, with the result rounded up to the nearest whole share.
Each CIT RSU had the economic equivalent of one share of CIT Common Stock.
/s/ James P. Shanahan, attorney-in-fact for Ms. Menelly
2022-01-05