| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | CIT | Common Stock | Award | +15.8K | 15.8K | Jan 3, 2022 | Direct | F1, F2 | |||
| transaction | CIT | Common Stock | Disposed to Issuer | -15.8K | -100% | 0 | Jan 3, 2022 | Direct | F1, F2 | ||
| transaction | CIT | Series B Preferred | Disposed to Issuer | -14K | -100% | 0 | Jan 3, 2022 | Direct | F3 | ||
| transaction | CIT | Common Stock | Disposed to Issuer | -39.4K | -42.51% | 53.2K | Jan 3, 2022 | Direct | F4 | ||
| transaction | CIT | Common Stock | Disposed to Issuer | -53.2K | -100% | 0 | Jan 3, 2022 | Direct | F5, F6 |
John J. Fawcett is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | For Mr. Fawcett, pursuant to the Merger Agreement, performance share unit awards in respect of shares of CIT Common Stock (the "CIT PSUs") were converted into 982 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. |
| F2 | Each CIT PSU had the economic equivalent of one share of CIT Common Stock. |
| F3 | For Mr. Fawcett, pursuant to the Merger Agreement, each issued and outstanding share of 5.625% Non-Cumulative Perpetual Preferred Stock, Series B, par value $0.01 per share, of CIT ("CIT Series B Preferred Stock") was converted into a newly created series of preferred stock of BancShares ("BancShares Series C Preferred Stock"). |
| F4 | 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. |
| F5 | For Mr. Fawcett, pursuant to the Merger Agreement, the unvested restricted stock units in respect of shares of CIT Common Stock (the "CIT RSUs") were converted into 3,302 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. |
| F6 | Each CIT RSU had the economic equivalent of one share of CIT Common Stock. |