Bristow Peter M Form 4 FIRST CITIZENS BANCSHARES / PETER M BRISTOW ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BRISTOW PETER M

(Last)

(First)

(Middle)

4300 SIX FORKS ROAD

(Street)

RALEIGH

27609

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FIRST CITIZENS BANCSHARES INC /DE/ [ FCNCA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
President

3. Date of Earliest Transaction (Month/Day/Year)
05/24/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common								30,000⁽¹⁾	I	By Spouse
Class A Common								14,500⁽¹⁾	I	As trustee for Claire Holding Bristow 2018 Irrevocable Family Trust
Class A Common								8,868	I	As Trustee for Peter M. Bristow 2nd Amended and Restated Trust
Class A Common								321,813⁽¹⁾⁽²⁾	I	Claire Holding Bristow 2nd Amended and Restated Trust
Class A Common								42,078⁽²⁾	I	Claire H. Bristow 2020 GRAT
Class A Common	05/26/2022		G		42,078	D	$0.00	0⁽¹⁾⁽²⁾	I	Claire H. Bristow 2020 GRAT
Class A Common	05/26/2022		G		42,078	A	$0.00	42,078⁽¹⁾⁽²⁾	I	As Trustee for Claire H. Bristow 2020 GRAT Family Trust
Class A Common								12,152⁽¹⁾	I	Spouse as co-trustee for Peter McDonald Bristow 2019 Irrevocable Family Trust
Class A Common								10,858⁽¹⁾	I	Spouse as beneficiary of trust
Class A Common								15,145	I	By daughter Ella Bristow
Class A Common								6,106⁽¹⁾	I	PMB Investments, LLC
Class A Common								2,154⁽¹⁾	I	CRB Investments, LLC
Class A Common								2,045⁽¹⁾	I	EHB Investments, LLC
Class A Common								19,041⁽¹⁾	I	As trustee for PMB Trust 2011
Class A Common								19,041⁽¹⁾	I	As trustee for CRB Trust 2011
Class A Common								19,041⁽¹⁾	I	As trustee for EHB Trust 2011
Class B Common								538	I	As Trustee for Peter M. Bristow 2nd Amended and Restated Trust
Class B Common								43,786⁽¹⁾	I	Claire Holding Bristow 2nd Amended and Restated Trust
Class B Common	05/26/2022		G		40,014	D	$0.00	0⁽¹⁾⁽³⁾	I	Claire H. Bristow 2020 GRAT
Class B Common	05/26/2022		G		40,014	A	$0.00	40,014⁽¹⁾⁽³⁾	I	As Trustee for Claire H. Bristow 2020 GRAT Family Trust
Class B Common								1,250⁽¹⁾	I	Spouse as beneficiary of Trust
Class B Common								8,350⁽¹⁾	I	PMB Investments, LLC
Class B Common								8,850⁽¹⁾	I	CRB Investments, LLC
Class B Common								8,710⁽¹⁾	I	EHB Investments, LLC
Class B Common								2,295⁽¹⁾	I	By daughter, Ella Bristow
Depositary Shares⁽⁴⁾								41,285⁽¹⁾	I	Claire Holding Bristow 2nd Amended and Restated Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

2. In connection with the termination of the Claire H. Bristow 2020 grantor retained annuity trust (the "GRAT") on May 24, 2022, 39,668 shares of Class A Common Stock were distributed to the Claire H. Bristow 2nd Amended and Restated Trust, and on May 26, 2022, the remaining 42,078 shares of Class A Common Stock previously held by the GRAT were distributed by gift to the Reporting Person as Trustee of the Claire H. Bristow 2020 GRAT Family Trust. All shares continue to be reported on this Form 4 as indirectly owned.

3. In connection with the termination of the Claire H. Bristow 2020 grantor retained annuity trust (the "GRAT"), on May 26, 2022, 40,014 shares of Class B Common Stock were distributed by gift to the Reporting Person as Trustee of the Claire H. Bristow 2020 GRAT Family Trust and continue to be reported on this Form 4 as indirectly owned.

4. Each Depositary Share represents a 1/40th interest in a share of the Issuer's 5.375% Non-Cumulative Perpetual Preferred Stock, Series A.

Remarks:

	Peter M. Bristow, By: E. Knox Proctor V, Attorney-in-fact	07/29/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Bristow Peter M Form 4FIRST CITIZENS BANCSHARES / PETER M BRISTOW ownership change