Santander Holdings USA, Inc 8-K, filed Feb 4, 2021
Santander Holdings USA, Inc. (SNUS-PH)
About this 8-K
Santander Holdings USA, Inc filed this 8-K on February 4, 2021.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 4, 2021
Santander Holdings USA, Inc.
(Exact name of registrant as specified in its charter)
| Virginia | 1-16581 | 23-2453088 | ||
| (State or other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 75 State Street, Boston, Massachusetts | 02109 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (617) 346-7200
N/A
(Former name or former address if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbols |
Name of each exchange on which registered | ||
| Not Applicable | Not Applicable | Not applicable |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐
Item 8.01 Other Events
On March 21, 2017, Santander Holdings USA, Inc. (the “Company”) and its majority-owned subsidiary Santander Consumer USA Inc. (“SC”) entered into a written agreement (the “Written Agreement”) with the Federal Reserve Bank of Boston (the “Reserve Bank”). Under the terms of the Written Agreement, SC was required to enhance its compliance risk management program, SC’s Board and management were required to enhance their oversight of SC’s risk management program, and the Company was required to enhance, among other matters, its Board oversight of SC’s management and operations. A copy of the Written Agreement was filed as Exhibit 99.1 to the Company’s Form 8-K dated March 23, 2017, and filed with the United States Securities and Exchange Commission on March 24, 2017.
On February 4, 2021, the Reserve Bank announced the termination of the Written Agreement, and the Company issued a press release announcing that termination. A copy of that press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. |
Description | |
| 99.1 | Press Release dated February 4, 2021 | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SANTANDER HOLDINGS USA, INC. | ||||||
| By: | /s/ Gerard A. Chamberlain | |||||
| Name: | Gerard A. Chamberlain | |||||
| Dated: February 4, 2021 | Title: | Senior Deputy General Counsel and Executive Vice President | ||||
Exhibit 99.1
Santander Holdings USA, Inc. and Santander
Consumer USA Inc. Confirm Termination of Written
Agreement with Federal Reserve Bank of Boston
BOSTON / DALLAS – Feb. 4, 2021 – Santander Holdings USA, Inc. (“SHUSA“) and Santander Consumer USA Holdings Inc. (NYSE: SC) (“SC”), today confirmed that the Board of Governors of the Federal Reserve System has authorized the Federal Reserve Bank of Boston to terminate its Written Agreement dated March 21, 2017, with SHUSA and SC’s wholly-owned subsidiary, Santander Consumer USA Inc.
Since 2015, SHUSA and SC have made signifcant progress in strengthening board oversight, compliance, risk management, capital planning and liquidity risk management. The 2017 Written Agreement required Santander to strengthen risk management across Santander US, and its termination demonstrates the progress Santander has made in recent years. The enhancements made to SHUSA’s and SC’s risk programs in response to the 2017 Written Agreement are now fully embedded in Santander’s US operations.
“I am pleased with the progress we have made resolving these legacy issues,” said Tim Wennes, Santander US CEO. “Today’s announcement is an important milestone for Santander in the US and speaks to the hard work and dedication of our colleagues across the US and particularly at SC.”
“We are pleased that the Federal Reserve has acknowledged the significant strides that Santander Consumer has made to strenghten our business across the board,” said Mahesh Aditya, Santander Consumer USA CEO. “Our employees have worked tirelessly to build a culture with a compliance mindset where the highest operating standards are the norm. That is the company we have today, and we look forward to our next chapter.”
About Santander Consumer USA Holdings Inc.
Santander Consumer USA Holdings Inc. (NYSE: SC) (“SC”) is a full-service consumer finance company focused on vehicle finance, third-party servicing and delivering superior service to our more than 3.1 million customers across the full credit spectrum. SC, which began originating retail installment contracts in 1997, had an average managed asset portfolio of approximately $64 billion (for the fourth quarter ended December 31, 2020), and is headquartered in Dallas, Texas. (www.santanderconsumerusa.com)
Santander Holdings USA, Inc. (SHUSA) is a wholly-owned subsidiary of Madrid-based Banco Santander, S.A. (NYSE: SAN) (Santander), a global banking group with more than 146 million customers in the U.S., Europe and Latin America. As the intermediate holding company for Santander’s U.S. businesses, SHUSA is the parent organization of five financial companies with approximately 15,000 employees, 5 million customers and assets of approximately $150 billion as of September 30, 2020. These include Santander Bank, N.A., Santander Consumer USA Holdings Inc. (NYSE: SC), Banco Santander International of Miami, Santander Securities LLC of Boston, Santander Investment Securities Inc. of New York, and several other subsidiaries.
CONTACTS:
Santander US Media Relations
Laurie Kight
214.801.6455
mediarelations@santander.us
Investor Relations
Evan Black
800.493.8219
InvestorRelations@santanderconsumerusa.com
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