Gerald Rosenfeld - 03 Jan 2022 Form 4 Insider Report for CIT GROUP INC

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 03 Jan 2022
Net transaction value: $0
SEC form: 4
Accepted by SEC: 05 Jan 2022, 17:25:31 UTC
Prior SEC filing: 03 Jun 2021
Source filing: View source filing
Reporting owner signature: /s/ James P. Shanahan, attorney-in-fact for Mr. Rosenfeld

Key filing fact

Gerald Rosenfeld filed Form 4 for CIT GROUP INC on 05 Jan 2022.

Key facts

This page summarizes Gerald Rosenfeld's Form 4 filing for CIT GROUP INC.
3 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 05 Jan 2022, 17:25.

Change

Previous filing in this sequence was filed on 03 Jun 2021.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

CIT transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -31,304
Change %: -100%
Price
Shares after: 0
Date: 03 Jan 2022
Ownership: Direct
Footnotes: F1

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

CIT transaction Derivative

Deferred Share Unit

Disposed to Issuer

Transaction value
Shares: -32,641
Change %: -100%
Price
Shares after: 0
Date: 03 Jan 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 32,641
Exercise price
Footnotes: F2, F3

CIT transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
Shares: -2,654
Change %: -100%
Price
Shares after: 0
Date: 03 Jan 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 2,654
Exercise price
Footnotes: F4, F5

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Gerald Rosenfeld is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 5 footnotes

Footnote 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.

Footnote F2

Mr. Rosenfeld 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 2,023 shares of BancShares Class A Common Stock as multiplied by the Exchange Ratio less fractional shares paid in cash.

Footnote F3

Each CIT DSU had the economic equivalent of one share of CIT Common Stock.

Footnote F4

For Mr. Rosenfeld, pursuant to the Merger Agreement, a transaction exempt under Rule 16b-3, (1) 1,326.912 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 83 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 1,362.912 shares of CIT Common Stock in cash were settled in cash following the merger.

Footnote F5

Each CIT RSU had the economic equivalent of one share of CIT Common Stock.