UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01. | Other Events. |
On January 21, 2020, Santander Consumer USA Holdings Inc. (the “Company”), the plaintiffs and all named defendants entered into a Stipulation and Agreement of Settlement, Compromise, and Release (the “Stipulation”) reflecting the terms of the settlement of the derivative stockholder litigation entitled In re Santander Consumer USA Holdings Inc. Derivative Litigation, Consolidated C.A. No. 11614-VCG in the Court of Chancery of the State of Delaware (the “Court”), relating to the Company’s oversight, risk management, and internal controls of its subprime auto lending business. While the individual defendants continue to deny each and all of the claims and contentions alleged by plaintiffs in the litigation and expressly deny any fault, wrongdoing or liability, the individual defendants agreed to the settlement solely to eliminate the risk, burden, and expense of further litigation.
The litigation was settled, subject to the approval of the Court and in consideration of, among other things set forth in the Stipulation, the implementation of certain governance reforms outlined in the Stipulation. The Court scheduled a final settlement hearing on the terms of the settlement for May 27, 2020 at 1:30 pm, and set the deadline for any Company stockholders to object to the settlement as May 13, 2020. On May 22, 2020, Seattle City Employees’ Retirement System (“Seattle City”) filed a notice of intent to object to the settlement and requested a continuance of the settlement hearing. The Court continued the settlement hearing on May 25, 2020. Thereafter, the parties met and conferred with Seattle City and responded to Seattle City’s discovery requests and interrogatories. On November 16, 2020, Seattle City informed the Court that it would not be objecting to the settlement. On December 7, 2020, the Court rescheduled the final hearing on the terms of the settlement for January 20, 2021, at 11:00 a.m.
Copies of the Stipulation and the Supplemental Notice of Rescheduled Settlement Hearing are filed as Exhibit 99.1 to this Current Report on Form 8-K.
Cautionary Note Regarding Forward-Looking Information
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements about our expectations, beliefs, plans, predictions, forecasts, objectives, assumptions, or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as “anticipates,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimate,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “intends,” and similar words or phrases. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, these statements are not guarantees of future performance and involve risks and uncertainties which are subject to change based on various important factors, some of which are beyond the Company’s control. For an additional discussion of these risks, please see Part I, Item 1A entitled “Risk Factors” in the Company’s 2019 Annual Report on Form 10-K.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit No. |
Description of Exhibit | |
| 99.1 | Stipulation and the Supplemental Notice of Rescheduled Settlement Hearing. | |
| 104 | Cover page formatted as Inline XBRL and contained in Exhibit 101. | |
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.
| Dated: December 29, 2020 | SANTANDER CONSUMER USA HOLDINGS INC. | |||||
| By: | /s/ Christopher Pfirrman | |||||
| Name: | Christopher Pfirrman | |||||
| Title: | Chief Legal Officer | |||||