SEC Form 4 · accession 0001127602-15-024249
CIT GROUP INC · CIT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven T Mnuchin
Officer — Vice Chairman · Director
Period of report
Aug 3, 2015
Accepted (ET)
Aug 5, 2015 · 4:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001171825
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3,F4,F5 | Aug 3, 2015 | A | 1,591,150 | $44.33 | A | 1,591,150 | I | Held by the Steven T. Mnuchin Revocable Trust |
| Common StockF3,F4,F5 | Aug 3, 2015 | A | 530,920 | $44.33 | A | 530,920 | I | Held by the Steven T. Mnuchin Dynasty Trust |
| Common Stock | holding | — | — | — | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Effective as of August 3, 2015, pursuant to the Agreement and Plan of Merger, dated July 21, 2014, by and among CIT Group Inc. ("CIT"), IMB Holdco LLC ("IMB"), Carbon Merger Sub LLC, a wholly wholly-owned subsidiary of CIT ("Merger Sub") and JCF III HoldCo I L.P., in its capacity as the holders' representative (the "Merger Agreement"), as amended by Amendment No. 1, dated July 21, 2015, IMB merged with and into Merger Sub with Merger Sub surviving as a wholly-owned subsidiary of CIT (the "Merger"). Pursuant to the terms of the Merger Agreement, as amended by the Amendment, CIT paid merger consideration consisting of cash and CIT common stock to holders of IMB common interests.
- F2Shares are held by the Steven T. Mnuchin Revocable Trust.
- F3Represents CIT common stock acquired in the Merger.
- F4Based on the fixed CIT stock price of $44.33 specified in the Merger Agreement.
- F5Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Securities Exchange Act of 1934, as amended (the "Act"), the Reporting Person may be deemed to be the beneficial owner of the securities reported herein only to the extent of his pecuniary interest therein. Pursuant to Rule 16a-1(a)(4) under the Act, this filing shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities reported herein in excess of such amount.
- F6Shares are held by the Steven T. Mnuchin Dynasty Trust.