SEC Form 4 · accession 0001179110-15-014415

CITY NATIONAL CORP · CYN

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Chairman Emeritus of the Board · Director

Period of report

Nov 2, 2015

Accepted (ET)

Nov 3, 2015 · 9:42 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000201461

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	D/I	Nature of ownership
Common Stock^F1	Nov 2, 2015	D	2,615,646	—	D	I	As Trustee of the Goldsmith Family Trust
Common Stock^F1	Nov 2, 2015	D	534,960	—	D	I	As Co-Trustee of the Elaine Goldsmith Revocable Trust
Common Stock^F1	Nov 2, 2015	D	43,736	—	D	I	As Trustee of the Oak Trust A-2
Common Stock^F2	Nov 2, 2015	D	41,910	—	D	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Fund Unit (EDCP)^F4,F3	—	Nov 2, 2015	D	28,254	D	—	—	Common Stock	28,254	0	D

F1On November 2, 2015, Royal Bank of Canada (RBC) completed the previously announced merger of City National Corporation (City National) with and into RBC USA Holdco Corporation, a wholly owned subsidiary of RBC (Holdco), pursuant to the Agreement and Plan of Merger, dated January 22, 2015, by and among City National, RBC and Holdco (Merger Agreement). In accordance with the terms of the Merger Agreement, at the effective time of the merger these shares of City National common stock were converted into the right to receive the per share stock consideration.
F2City National common stock held by Reporting Person in the City National Corporation Profit Sharing Plan as of October 31, 2015.
F3These Stock Fund Units were acquired under the Executive Deferred Compensation Plan (EDCP) and were deemed to be invested in City National common stock on a one-for-one basis and are generally distributed on termination, or following retirement on the date or dates specified by the reporting person.
F4In accordance with the terms of the Merger Agreement, at the effective time of the merger, the Stock Fund Units shall be deemed to be invested in RBC common shares on the terms specified in the Merger Agreement.