0000899243-22-004097.txt : 20220202 0000899243-22-004097.hdr.sgml : 20220202 20220202144156 ACCESSION NUMBER: 0000899243-22-004097 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220131 FILED AS OF DATE: 20220202 DATE AS OF CHANGE: 20220202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rainer William J CENTRAL INDEX KEY: 0001306099 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36270 FILM NUMBER: 22583004 MAIL ADDRESS: STREET 1: 800 SCUDDERS MILL ROAD CITY: PLAINSBORO STATE: NJ ZIP: 08536 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Santander Consumer USA Holdings Inc. CENTRAL INDEX KEY: 0001580608 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 320414408 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1601 ELM ST. STREET 2: SUITE 800 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-634-1110 MAIL ADDRESS: STREET 1: 1601 ELM ST. STREET 2: SUITE 800 CITY: DALLAS STATE: TX ZIP: 75201 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-01-31 1 0001580608 Santander Consumer USA Holdings Inc. SC 0001306099 Rainer William J C/O SANTANDER CONSUMER USA HOLDINGS INC. 1601 ELM STREET, SUITE 800 DALLAS TX 75201 1 0 0 0 Common Stock 2022-01-31 4 D 0 19701 D 0 D Disposed of pursuant to the closing, on January 31, 2022, of the merger ("Merger") whereby Max Merger Sub, Inc. ("Merger Sub") merged with and into the Issuer, pursuant to the Agreement and Plan of Merger, dated August 23, 2021 (the "Merger Agreement"), by and between the Issuer, Santander Holdings USA, Inc. ("Parent") and Merger Sub. Pursuant to the Merger Agreement, each share of Common Stock held by the Reporting Person (other than restricted stock units of the Issuer ("Company RSUs")) was converted into the right to receive $41.50 (the "per share price"), less any required withholding taxes, in the form of American Depositary Shares of Banco Santander ("ADRs"). The number of shares reported includes 1,340 Company RSUs. (Continued from Footnote 1) Under the Merger Agreement, each Company RSU outstanding immediately prior to the effective time of the Merger was canceled and replaced with a restricted stock unit award providing the holder a right to receive a number of ADRs equal to the per share price divided by the closing value of an ADR immediately before the signing date. /s/ William J. Rainer 2022-02-02