FCNC.A / First Citizens BancShares, Inc. - Depositi SEC, Relazione annuale, dichiarazione di delega

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): September 2, 2025 First Citizens

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): September 2, 2025 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (

FIRST CITIZENS BANCSHARES, INC. U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION THIRD SUPPLEMENTAL INDENTURE Dated as of September 5, 2025 the Indenture Dated as of March 4, 2020 5.600% Fixed Rate Reset Subordinated Notes due 2035

EX-4.2 Exhibit 4.2 FIRST CITIZENS BANCSHARES, INC. Issuer And U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of September 5, 2025 to the Indenture Dated as of March 4, 2020 5.600% Fixed Rate Reset Subordinated Notes due 2035 TABLE OF CONTENTS Page ARTICLE I. SCOPE OF SUPPLEMENTAL INDENTURE 1    Section 1.01 Scope 1 ARTICLE II. DEFINITIONS 2 Section 2.01

First Citizens BancShares, Inc. 5.600% Fixed Rate Reset Subordinated Notes due 2035 Underwriting Agreement

EX-1.1 Exhibit 1.1 First Citizens BancShares, Inc. 5.600% Fixed Rate Reset Subordinated Notes due 2035 Underwriting Agreement New York, New York September 2, 2025 BofA Securities, Inc. Morgan Stanley & Co. LLC As Representatives of the several Underwriters c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Ladies a

First Citizens BancShares, Inc. $600,000,000 5.600% Fixed Rate Reset Subordinated Notes due 2035

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-281553 PROSPECTUS SUPPLEMENT (To Prospectus Dated August 14, 2024) First Citizens BancShares, Inc. $600,000,000 5.600% Fixed Rate Reset Subordinated Notes due 2035 We are offering $600,000,000 aggregate principal amount of our 5.600% fixed rate reset subordinated notes due September 5, 2035 (the “Notes”). The Notes will

Security Type

Calculation of Filing Fee Tables S-3 FIRST CITIZENS BANCSHARES INC /DE/ Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Debt 5.

5.600% Fixed Rate Reset Subordinated Notes due 2035 Pricing Term Sheet Issuer: First Citizens BancShares, Inc. (“BancShares”) Security: 5.600% Fixed Rate Reset Subordinated Notes due 2035 (the “Notes”) Legal Format: SEC Registered Aggregate Principal

FWP Filed pursuant to Rule 433 Registration No. 333-281553 Dated September 2, 2025 $600,000,000 5.600% Fixed Rate Reset Subordinated Notes due 2035 Pricing Term Sheet Issuer: First Citizens BancShares, Inc. (“BancShares”) Security: 5.600% Fixed Rate Reset Subordinated Notes due 2035 (the “Notes”) Legal Format: SEC Registered Aggregate Principal Amount: $600,000,000 Expected Ratings*: Baa2 (Moody’s

SUBJECT TO COMPLETION, DATED SEPTEMBER 2, 2025

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-281553 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell nor do they seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO CO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2025 or ☐ Transition Report Pursuant t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2025 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Registra

FIRST CITIZENS BANCSHARES REPORTS SECOND QUARTER 2025 EARNINGS, ANNOUNCES ADDITIONAL SHARE REPURCHASE PLAN

NEWS RELEASE For Immediate Release Contact: Deanna Hart Angela English July 25, 2025 Investor Relations Corporate Communications 919-716-2137 803-931-1854 FIRST CITIZENS BANCSHARES REPORTS SECOND QUARTER 2025 EARNINGS, ANNOUNCES ADDITIONAL SHARE REPURCHASE PLAN RALEIGH, N.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): July 25, 2025 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Comm

First Citizens BancShares, Inc. Second Quarter 2025 Earnings Conference Call July 25, 2025 2 Agenda Pages Section I – Second Quarter Overview & Strategic Priorities 4 – 6 Section II – Second Quarter 2025 Financial Results 7 – 26 Financial Highlights

a2q2025investorpresentat First Citizens BancShares, Inc. Second Quarter 2025 Earnings Conference Call July 25, 2025 2 Agenda Pages Section I – Second Quarter Overview & Strategic Priorities 4 – 6 Section II – Second Quarter 2025 Financial Results 7 – 26 Financial Highlights 8 – 9 Earnings Highlights 10 Net interest income, margin and betas 11 – 13 Noninterest income and expense 14 – 15 Balance She

1

Dollars in millions, except per share data Three Months Ended Six Months Ended Summary Financial Data & Key Metrics June 30, 2025 March 31, 2025 June 30, 2024 June 30, 2025 June 30, 2024 Results of Operations: Net interest income $ 1,695 $ 1,663 $ 1,821 $ 3,358 $ 3,638 Provision for credit losses 115 154 95 269 159 Net interest income after provision for credit losses 1,580 1,509 1,726 3,089 3,479

Career Financial Services Leader Appointed to First Citizens BancShares Board of Directors Industry veteran Diane Morais' experience further strengthens Board's governance efforts

NEWS RELEASE For Immediate Release Contact: Deanna Hart Angela English June 26, 2025 Investor Relations Corporate Communications 919-716-2137 803-931-1854 Career Financial Services Leader Appointed to First Citizens BancShares Board of Directors Industry veteran Diane Morais' experience further strengthens Board's governance efforts RALEIGH, N.

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): June 24, 2025 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2025 or ☐ Transition Report Pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2025 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Registr

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): April 29, 2025 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Com

1

Dollars in millions, except per share data Three Months Ended Summary Financial Data & Key Metrics March 31, 2025 December 31, 2024 March 31, 2024 Results of Operations: Net interest income $ 1,663 $ 1,709 $ 1,817 Provision for credit losses 154 155 64 Net interest income after provision for credit losses 1,509 1,554 1,753 Noninterest income 635 699 627 Noninterest expense 1,493 1,517 1,376 Income

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 24, 2025 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Com

First Citizens BancShares, Inc. First Quarter 2025 Earnings Conference Call April 24, 2025 2 Agenda Pages Section I – First Quarter Overview & Strategic Priorities 4 – 6 Section II – First Quarter 2025 Financial Results 7 – 26 Financial Highlights 8

First Citizens BancShares, Inc. First Quarter 2025 Earnings Conference Call April 24, 2025 2 Agenda Pages Section I – First Quarter Overview & Strategic Priorities 4 – 6 Section II – First Quarter 2025 Financial Results 7 – 26 Financial Highlights 8 – 9 Earnings Highlights 10 Net interest income, margin and betas 11 – 13 Noninterest income and expense 14 – 15 Balance Sheet Highlights 16 Loans and

FIRST CITIZENS BANCSHARES REPORTS FIRST QUARTER 2025 EARNINGS

NEWS RELEASE For Immediate Release Contact: Deanna Hart Angela English April 24, 2025 Investor Relations Corporate Communications 919-716-2137 803-931-1854 FIRST CITIZENS BANCSHARES REPORTS FIRST QUARTER 2025 EARNINGS RALEIGH, N.

Termination of a Material Definitive Agreement, 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): April 7, 2025 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Comm

Termination Agreement dated April 7, 2025, by and between the Federal Deposit Insurance Corporation, as receiver for Silicon Valley Bridge Bank, N.A., and First-Citizens Bank & Trust Company (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K filed April 7, 2025)

NONPUBLIC//FDIC BUSINESS Exhibit 10.1 TERMINATION AGREEMENT This TERMINATION AGREEMENT (this “Agreement”), is made and entered into as of April 7, 2025, by and between the FEDERAL DEPOSIT INSURANCE CORPORATION (the “FDIC”), RECEIVER OF SILICON VALLEY BRIDGE BANK, NATIONAL ASSOCIATION, SANTA CLARA, CALIFORNIA, (the “Receiver”), and FIRST-CITIZENS BANK & TRUST COMPANY, organized under the laws of th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant   ☒         Filed by a party other than the Registrant   ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e

Underwriting Agreement dated as of March 6, 2025, by and among the Company, and Citigroup Global Markets Inc. and J.P. Morgan Securities, LLC, as representatives of the several underwriters listed in Schedule II thereto

Exhibit 1.1 First Citizens BancShares, Inc. 5.231% Fixed-to-Floating Rate Senior Notes due 2031 6.254% Fixed-to-Fixed Rate Subordinated Notes due 2040 Underwriting Agreement New York, New York March 6, 2025 Citigroup Global Markets Inc. J.P. Morgan Securities LLC As Representatives of the several Underwriters c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 c/o J.P.

Current Report

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): March 6, 2025 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Comm

Second Supplemental Indenture to the Subordinated Base Indenture, dated March 12, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee

Exhibit 4.4 FIRST CITIZENS BANCSHARES, INC. Issuer And U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of March 12, 2025 to the Indenture Dated as of March 4, 2020 6.254% Fixed-to-Fixed Rate Subordinated Notes due 2040 TABLE OF CONTENTS Page ARTICLE I. SCOPE OF SUPPLEMENTAL INDENTURE 1 Section 1.01 Scope 1 ARTICLE II. DEFINITIONS 2 Section 2.01 Definiti

First Supplemental Indenture to the Senior Base Indenture, dated March 12, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee

Exhibit 4.3 FIRST CITIZENS BANCSHARES, INC. Issuer And U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of March 12, 2025 to the Indenture Dated as of March 12, 2025 5.231% Fixed-to-Floating Rate Senior Notes due 2031 TABLE OF CONTENTS Page ARTICLE I. SCOPE OF SUPPLEMENTAL INDENTURE 1 Section 1.01 Scope 1 ARTICLE II. DEFINITIONS 2 Section 2.01 Definitions

Senior Base Indenture dated as of March 12, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee

Exhibit 4.1 FIRST CITIZENS BANCSHARES, INC. Issuer And U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION Trustee INDENTURE Dated as of March 12, 2025 SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318, INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939 Trust Indenture Act Section Indenture Section §310(a)(1) 609 (a)(2) 609 (a)(3) Not Applica

Calculation of Filing Fee Table Form 424(b)(5) (Form Type) First Citizens BancShares, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Table Form 424(b)(5) (Form Type) First Citizens BancShares, Inc.

First Citizens BancShares, Inc. $500,000,000 5.231% Fixed-to-Floating Rate Senior Notes due 2031 $750,000,000 6.254% Fixed-to-Fixed Rate Subordinated Notes due 2040

Filed Pursuant to Rule 424(b)(5) Registration No. 333-281553 PROSPECTUS SUPPLEMENT (To Prospectus Dated August 14, 2024) First Citizens BancShares, Inc. $500,000,000 5.231% Fixed-to-Floating Rate Senior Notes due 2031 $750,000,000 6.254% Fixed-to-Fixed Rate Subordinated Notes due 2040 We are offering $500,000,000 aggregate principal amount of our 5.231% fixed-to-floating rate senior notes due Marc

Exhibit 6

Exhibit 6 CONSENT In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.

SUBJECT TO COMPLETION, DATED MARCH 6, 2025

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-281553 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell nor do they seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETI

U.S. Bank Trust Company, National Association Statement of Financial Condition as of 12/31/2024 12/31/2024 Assets Cash and Balances Due From Depository Institutions $ 1,677,809 Securities 4,458 Federal Funds 0 Loans & Lease Financing Receivables 0 Fi

Exhibit 7 U.S. Bank Trust Company, National Association Statement of Financial Condition as of 12/31/2024 ($000’s) 12/31/2024 Assets Cash and Balances Due From Depository Institutions $ 1,677,809 Securities 4,458 Federal Funds 0 Loans & Lease Financing Receivables 0 Fixed Assets 977 Intangible Assets 576,194 Other Assets 151,958 Total Assets $ 2,411,396 Liabilities Deposits $ 0 Fed Funds 0 Treasur

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION AMENDED AND RESTATED BYLAWS ARTICLE I Meetings of Shareholders

Exhibit 4 U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION AMENDED AND RESTATED BYLAWS ARTICLE I Meetings of Shareholders Section 1.1. Annual Meeting. The annual meeting of the shareholders, for the election of directors and the transaction of any other proper business, shall be held at a time and place as the Chairman or President may designate. Notice of such meeting shall be given not less than te

ARTICLES OF ASSOCIATION U. S. BANK TRUST COMPANY, NATIONAL ASSOCIATION

Exhibit 1 ARTICLES OF ASSOCIATION OF U. S. BANK TRUST COMPANY, NATIONAL ASSOCIATION For the purpose of organizing an association (the “Association”) to perform any lawful activities of national banks, the undersigned enter into the following Articles of Association: FIRST. The title of this Association shall be U. S. Bank Trust Company, National Association. SECOND. The main office of the Associat

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☒  Check if an Application to Determine Eligibility of a Trustee Pursuant

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☒  Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. Employer Iden

CERTIFICATE OF CORPORATE EXISTENCE AND FIDUCIARY POWERS

Exhibit 2 Office of the Comptroller of the Currency Washington, DC 20219 CERTIFICATE OF CORPORATE EXISTENCE AND FIDUCIARY POWERS I, Michael J.

$500,000,000 5.231% Fixed-to-Floating Rate Senior Notes due 2031 (the “senior notes”) $750,000,000 6.254% Fixed-to-Fixed Rate Subordinated Notes due 2040 (the “subordinated notes” and, together with the senior notes, the “notes”) Pricing Term Sheet

Filed pursuant to Rule 433 Registration No. 333-281553 Dated March 6, 2025 $500,000,000 5.231% Fixed-to-Floating Rate Senior Notes due 2031 (the “senior notes”) $750,000,000 6.254% Fixed-to-Fixed Rate Subordinated Notes due 2040 (the “subordinated notes” and, together with the senior notes, the “notes”) Pricing Term Sheet Terms Applicable to the Senior Notes Issuer: First Citizens BancShares, Inc.

Power of Attorney (filed herewith)

Exhibit 24 Power of Attorney WITNESSETH, that each of the undersigned directors of FIRST CITIZENS BANCSHARES, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 or ☐ Transition Report Pursuant to Se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Registrant a

Description of the Registrant’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 (filed herewith)

Exhibit 4.8 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summarizes the general terms and provisions of our capital stock registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The summary is not complete and is qualified by reference to our Restated Certificate of Inc

Subsidiaries of the Registrant (filed herewith)

Exhibit 21 Subsidiaries of the Registrant (as of December 31, 2024) Subsidiary State or Jurisdiction of Incorporation First-Citizens Bank & Trust Company North Carolina First Citizens Equity Investments, LLC Delaware The CIT Group Business Credit, LLC Delaware CIT Lending Services, LLC Delaware First Citizens Capital Securities, LLC Delaware First Citizens Global I, Inc.

Insider Trading Policy, dated February 19, 2025 (filed herewith)

Exhibit 19 Insider Trading Policy Revision #: Effective Date: Document Owner: 5 February 19, 2025 Chief Compliance Officer Approved By: Approval Date: Next Scheduled Review Date: Joint Risk Committee of the Board of Directors February 19, 2025 February 2026 Insider Trading Policy Table of Contents 1.

Form of Long-Term Incentive Plan Award Agreement (for awards in 2025) (filed herewith)

Exhibit 10.12 FIRST-CITIZENS BANK & TRUST COMPANY LONG-TERM INCENTIVE PLAN Long-Term Incentive Plan Award Agreement1 Name of Participant: Title: Grant Date: Performance Period: THIS AGREEMENT ("Agreement"), made effective the day of between First-Citizens Bank & Trust Company (the "Company"), and , an employee of the Company or an affiliate (the "Participant"). Where the context permits, the use o

Form of Long-Term Incentive Plan Award Agreement (for awards in 2023) (filed herewith)

Exhibit 10.10 FIRST-CITIZENS BANK & TRUST COMPANY LONG-TERM INCENTIVE PLAN Long-Term Incentive Plan Award Agreement1 Name of Participant: Title: Grant Date: Performance Period: 2023 - 2025 THIS AGREEMENT ("Agreement"), made effective the day of , 2023, between First-Citizens Bank & Trust Company (the "Company"), and , an employee of the Company or an affiliate (the "Participant"). R E C I T A L S

Form of Long-Term Incentive Plan Award Agreement (for awards in 2024) (filed herewith)

Exhibit 10.11 FIRST-CITIZENS BANK & TRUST COMPANY LONG-TERM INCENTIVE PLAN Long-Term Incentive Plan Award Agreement1 Name of Participant: Title: Grant Date: Performance Period: 2024 - 2026 THIS AGREEMENT ("Agreement"), made effective the day of 2024 between First-Citizens Bank & Trust Company (the "Company"), and , an employee of the Company or an affiliate (the "Participant"). Where the context p

FIRST CITIZENS BANCSHARES REPORTS FOURTH QUARTER 2024 EARNINGS

NEWS RELEASE For Immediate Release Contact: Deanna Hart Angela English January 24, 2025 Investor Relations Corporate Communications 919-716-2137 803-931-1854 FIRST CITIZENS BANCSHARES REPORTS FOURTH QUARTER 2024 EARNINGS RALEIGH, N.

First Citizens BancShares, Inc. Fourth Quarter 2024 Earnings Conference Call January 24, 2025 2 Agenda Pages Section I – Fourth Quarter Overview & Strategic Priorities 5 – 7 Section II – Fourth Quarter 2024 Financial Results 8 – 27 Financial Highligh

First Citizens BancShares, Inc. Fourth Quarter 2024 Earnings Conference Call January 24, 2025 2 Agenda Pages Section I – Fourth Quarter Overview & Strategic Priorities 5 – 7 Section II – Fourth Quarter 2024 Financial Results 8 – 27 Financial Highlights 9 – 10 Earnings Highlights 11 Net interest income, margin and betas 12 – 14 Noninterest income and expense 15 – 16 Balance Sheet Highlights 17 Loan

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 24, 2025 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

1

Dollars in millions, except per share data Three Months Ended Year Ended December 31, Summary Financial Data & Key Metrics December 31, 2024 September 30, 2024 December 31, 2023 2024 2023 Results of Operations: Net interest income $ 1,709 $ 1,796 $ 1,911 $ 7,143 $ 6,712 Provision for credit losses 155 117 249 431 1,375 Net interest income after provision for credit losses 1,554 1,679 1,662 6,712 5

Snow Appointed to First Citizens BancShares Board of Directors

NEWS RELEASE For Immediate Release Contact: Deanna Hart Angela English December 16, 2024 Investor Relations Corporate Communications 919-716-2137 803-931-1854 Snow Appointed to First Citizens BancShares Board of Directors RALEIGH, N.

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): December 11, 2024 First Citizens

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): December 11, 2024 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (

FCNC.A / First Citizens BancShares, Inc. / HARRIS ASSOCIATES L P Passive Investment

SC 13G 1 formsc13g-11142024091157.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 First Citizens BancShares, Inc. (Name of Issuer) Common Stock, par value $1 (Title of Class of Securities) 31946M1036 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 or ☐ Transition Report Pursu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Reg

FIRST CITIZENS BANCSHARES REPORTS THIRD QUARTER 2024 EARNINGS

EX-99.1 2 ex991earningsrelease-3q20.htm EX-99.1 NEWS RELEASE For Immediate Release Contact: Deanna Hart Angela English October 24, 2024 Investor Relations Corporate Communications 919-716-2137 803-931-1854 FIRST CITIZENS BANCSHARES REPORTS THIRD QUARTER 2024 EARNINGS RALEIGH, N.C. - First Citizens BancShares, Inc. (“BancShares”) (Nasdaq: FCNCA) reported earnings for the third quarter of 2024. Chai

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 24, 2024 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

Dollars in millions, except per share data

EX-99.2 3 ex993financialsupplement-.htm EX-99.2 Dollars in millions, except per share data Three Months Ended Nine Months Ended Summary Financial Data & Key Metrics September 30, 2024 June 30, 2024 September 30, 2023 September 30, 2024 September 30, 2023 Results of Operations: Net interest income $ 1,796 $ 1,821 $ 1,990 $ 5,434 $ 4,801 Provision for credit losses 117 95 192 276 1,126 Net interest

First Citizens BancShares, Inc. Third Quarter 2024 Earnings Conference Call October 24, 2024 2 Agenda Pages Section I – Third Quarter Overview & Strategic Priorities 5 – 7 Section II – Third Quarter 2024 Financial Results 8 – 26 Financial Highlights

EX-99.3 4 a3q2024investorpresentat.htm EX-99.3 First Citizens BancShares, Inc. Third Quarter 2024 Earnings Conference Call October 24, 2024 2 Agenda Pages Section I – Third Quarter Overview & Strategic Priorities 5 – 7 Section II – Third Quarter 2024 Financial Results 8 – 26 Financial Highlights 9 – 10 Earnings Highlights 11 Net interest income, margin and betas 12 – 14 Noninterest income and expe

FCNC.A / First Citizens BancShares, Inc. / HOLDING FRANK B JR - SC 13D/A Activist Investment

SC 13D/A 1 d875217dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No. 6 First Citizens BancShares, Inc. (Name of Issuer) Class A Common Stock, $1.00 Par Value (Title of Class of Securities) 31946M-10-3 (CUSIP Number) William R. Lathan, Jr. Ward and Smith, P.A. 1001 College Court New Bern,

Part I

Exhibit 99.1 Explanatory Note First Citizens BancShares, Inc. (“we,” “our,” and “BancShares”) is filing this Exhibit 99.1 (this “Exhibit”) to our Current Report on Form 8-K to retrospectively revise certain historical financial information and related disclosures included in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission (the

Form of Indenture for Senior Debt Securities

Exhibit 4.6 FIRST CITIZENS BANCSHARES, INC. Issuer And [TRUSTEE] Trustee INDENTURE Dated as of   , 20  SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318, INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939 Trust Indenture Act Section Indenture Section §310(a)(1) 609 (a)(2) 609 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 609 (b) 60

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) First Citizens BancShares, Inc.

Form T-1 Statement of Eligibility of U.S. Bank National Association as Trustee under the Subordinated Debt Indenture, dated as of March 4, 2020

Exhibit 25.2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E

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): August 14, 2024 First Citizens Ba

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): August 14, 2024 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Co

As filed with the Securities and Exchange Commission on August 14, 2024

As filed with the Securities and Exchange Commission on August 14, 2024 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2024 or ☐ Transition Report Pursuant t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2024 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Registra

FIRST CITIZENS BANCSHARES REPORTS SECOND QUARTER 2024 EARNINGS, ANNOUNCES SHARE REPURCHASE PLAN

NEWS RELEASE For Immediate Release Contact: Deanna Hart Angela English July 25, 2024 Investor Relations Corporate Communications 919-716-2137 803-931-1854 FIRST CITIZENS BANCSHARES REPORTS SECOND QUARTER 2024 EARNINGS, ANNOUNCES SHARE REPURCHASE PLAN RALEIGH, N.

First Citizens BancShares, Inc. Second Quarter 2024 Earnings Conference Call July 25, 2024 2 Agenda Pages Section I – Second Quarter Overview & Strategic Priorities 5 – 8 Section II – Second Quarter 2024 Financial Results 9 – 26 Financial Highlights

a2q24investorpresentatio First Citizens BancShares, Inc. Second Quarter 2024 Earnings Conference Call July 25, 2024 2 Agenda Pages Section I – Second Quarter Overview & Strategic Priorities 5 – 8 Section II – Second Quarter 2024 Financial Results 9 – 26 Financial Highlights 10 – 11 Earnings Highlights 12 Net interest income, margin and betas 13 – 15 Noninterest income and expense 16 – 17 Balance S

Dollars in millions, except per share data

Dollars in millions, except per share data Three Months Ended Six Months Ended Summary Financial Data & Key Metrics June 30, 2024 March 31, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Results of Operations: Net interest income $ 1,821 $ 1,817 $ 1,961 $ 3,638 $ 2,811 Provision for credit losses 95 64 151 159 934 Net interest income after provision for credit losses 1,726 1,753 1,810 3,479 1,877

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): July 25, 2024 First Citizens Banc

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): July 25, 2024 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 or ☐ Transition Report Pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Registr

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): May 1, 2024 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Commis

FIRST CITIZENS BANCSHARES REPORTS FIRST QUARTER 2024 EARNINGS

NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson April 25, 2024 Investor Relations Corporate Communications 919-716-2137 919-716-2716 FIRST CITIZENS BANCSHARES REPORTS FIRST QUARTER 2024 EARNINGS RALEIGH, N.

First Citizens BancShares, Inc. First Quarter 2024 Earnings Conference Call April 25, 2024 2 Agenda Pages Section I – First Quarter Overview & Strategic Priorities 5 – 12 Section II – First Quarter 2024 Financial Results 13 – 33 Financial Highlights

First Citizens BancShares, Inc. First Quarter 2024 Earnings Conference Call April 25, 2024 2 Agenda Pages Section I – First Quarter Overview & Strategic Priorities 5 – 12 Section II – First Quarter 2024 Financial Results 13 – 33 Financial Highlights 14 – 15 Earnings Highlights 16 Net interest income, margin and betas 17 – 19 Noninterest income and expense 20 – 21 Balance Sheet Highlights 22 Loans

Dollars in millions, except per share data

Dollars in millions, except per share data Three Months Ended Summary Financial Data & Key Metrics March 31, 2024 December 31, 2023 March 31, 2023 Results of Operations: Net interest income $ 1,817 $ 1,911 $ 850 Provision for credit losses 64 249 783 Net interest income after provision for credit losses 1,753 1,662 67 Noninterest income 627 543 10,259 Noninterest expense 1,376 1,492 855 Income bef

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 25, 2024 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Com

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 Name of the Registrant: First Citizens Bancshares, Inc. Name of persons relying on exemption: Inspire Investing, LLC Address of persons relying on exemption: 3597 E Monarch Sky Ln, Suite 330, Meridian, ID 83646 As over 100 investors and financial professionals, serving tho

Conclusion

NOTICE OF EXEMPT SOLICITATION SUBMITTED BY NON-MANAGEMENT U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation under Rule 14a-103 Name of Registrant: First Citizens Bancshares, Inc. Name of person relying on exemption: Bowyer Research Address of person relying on exemption: P.O. Box 120, McKeesport, PA 15135 Vote Yes: Proposal 4 – Report on Risks of Politicize

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant   ☒         Filed by a party other than the Registrant   ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e

SEC COURTESY COPY

NOTICE OF 2024 ANNUAL MEETING AND PROXY STATEMENT 2023 ANNUAL REPOR TCover image locations (left to right): Raleigh, NC; New York, NY; San Francisco, CA BOARD OF DIRECTORS FIRST CITIZENS BANCSHARES EXECUTIVE LEADERSHIP TEAM Ellen R.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 or ☐ Transition Report Pursuant to Se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Registrant a

Description of the Registrant’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 (filed herewith)

Exhibit 4.8 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summarizes the general terms and provisions of our capital stock registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The summary is not complete and is qualified by reference to our Restated Certificate of Inc

Policy for the Recovery of Erroneously Awarded Compensation (filed herewith)

Exhibit 97 FIRST CITIZENS BANCSHARES, INC. POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION 1. Purpose The Board of Directors (the “Board”) of First Citizens BancShares, Inc. (the “Company”) has adopted this Policy for the Recovery of Erroneously Awarded Compensation (this “Policy”) which provides that the Company will recover certain executive compensation in the event of an accounting

Subsidiaries of the Registrant (filed herewith)

Exhibit 21 Subsidiaries of the Registrant (as of December 31, 2023) Subsidiary State or Jurisdiction of Incorporation First-Citizens Bank & Trust Company North Carolina First Citizens Equity Investments, LLC Delaware The CIT Group Business Credit, LLC Delaware CIT Lending Services, LLC Delaware First Citizens Capital Securities, LLC Delaware

Power of Attorney (filed herewith)

Exhibit 24 Power of Attorney WITNESSETH, that each of the undersigned directors of FIRST CITIZENS BANCSHARES, INC.

FCNCA / First Citizens Bancshares, Inc (NC) - Class A / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0930-firstcitizensbancshar.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: First Citizens BancShares, Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 31946M103 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the ap

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 26, 2024 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

First Citizens BancShares, Inc. Fourth Quarter 2023 Earnings Conference Call January 26, 2024 2 Agenda Pages Section I – Fourth Quarter Overview & Strategic Priorities 4 – 7 Section II – Fourth Quarter 2023 Financial Results 8 – 29 Financial Highligh

First Citizens BancShares, Inc. Fourth Quarter 2023 Earnings Conference Call January 26, 2024 2 Agenda Pages Section I – Fourth Quarter Overview & Strategic Priorities 4 – 7 Section II – Fourth Quarter 2023 Financial Results 8 – 29 Financial Highlights 9 – 10 Earnings Highlights 11 Net interest income, margin and betas 12 – 14 Noninterest income and expense 15 – 16 Balance Sheet Highlights 17 Loan

FIRST CITIZENS BANCSHARES REPORTS FOURTH QUARTER 2023 EARNINGS

NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson January 26, 2024 Investor Relations Corporate Communications 919-716-2137 919-716-2716 FIRST CITIZENS BANCSHARES REPORTS FOURTH QUARTER 2023 EARNINGS RALEIGH, N.

Dollars in millions, except per share data

Dollars in millions, except per share data Three Months Ended Year Ended December 31, Summary Financial Data & Key Metrics December 31, 2023 September 30, 2023 December 31, 2022 2023 2022 Results of Operations: Net interest income $ 1,911 $ 1,990 $ 802 $ 6,712 $ 2,946 Provision for credit losses 249 192 79 1,375 645 Net interest income after provision for credit losses 1,662 1,798 723 5,337 2,301

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (AMENDMENT NO. 2) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2023 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of

Independent Auditors’ Report

Exhibit 99.1 Description Page No. Report of Independent Registered Public Accounting Firm 2 Statement of Assets Acquired and Liabilities Assumed at March 27, 2023 4 Notes to Statement of Assets Acquired and Liabilities Assumed 5 1 Independent Auditors’ Report The Board of Directors and Stockholders First Citizens BancShares, Inc.: Report on the Statement of Assets Acquired and Liabilities Assumed

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): January 16, 2024 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

Corporate Communications Department-CTW11 PO Box 27131 Raleigh, NC 27611-7131 NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson Jan. 16, 2024 Investor Relations Corporate Communications 919-716-2137 919-716-2716 SMITH NAMED CHI

Corporate Communications Department-CTW11 PO Box 27131 Raleigh, NC 27611-7131 NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson Jan.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2024 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction

Joint Filing Agreement (filed herewith)

Exhibit A EXHIBIT A JOINT FILING AGREEMENT (Pursuant to Rule 13d-1(k) of the Securities Exchange Act of 1934) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D/A is filed with the Securities and Exchange Commission jointly with each other as well as by him or her individually on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.

FIZN / First Citizens Bancshares, Inc. / HOLDING FRANK B JR - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No. 5 FIRST CITIZENS BANCSHARES, INC. (Name of Issuer) CLASS B COMMON STOCK, $1.00 PAR VALUE (Title of Class of Securities) 31946M-20-2 (CUSIP Number) William R. Lathan, Jr. Ward and Smith, P.A. 1001 College Court New Bern, North Carolina 28562 (252) 633

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): December 12, 2023 First Citizens

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): December 12, 2023 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (

Corporate Communications Department-CTW11 PO Box 27131 Raleigh, NC 27611-7131 NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson Dec. 15, 2023 Investor Relations Corporate Communications 919-716-2137 919-716-2716 Leitch Appointe

pressrelease-leitchxfina Corporate Communications Department-CTW11 PO Box 27131 Raleigh, NC 27611-7131 NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson Dec.

Custodial and Paying Agency Agreement, dated as of March 27, 2023, by and among First-Citizens Bank & Trust Company, individually and as custodian, U.S. Bank & Trust Company, National Association, as paying agent, and the Federal Deposit Insurance Corporation, as receiver for Silicon Valley Bridge Bank, National Association, as notes designee and as collateral agent

Exhibit 4.2 EXECUTION VERSION CUSTODIAL AND PAYING AGENCY AGREEMENT by and among FIRST-CITIZENS BANK & TRUST COMPANY, as Company, Custodian and a Debtor, FEDERAL DEPOSIT INSURANCE CORPORATION, as Receiver for Silicon Valley Bridge Bank, National Association, as Notes Designee, U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Paying Agent and FEDERAL DEPOSIT INSURANCE CORPORATION, as Receiver for

Security Agreement dated March 27, 2023, by and among First-Citizens Bank & Trust Company and the Federal Deposit Insurance Corporation, as receiver for Silicon Valley Bridge Bank, National Association, as notes designee and as collateral agent

Exhibit 10.2 EXECUTION VERSION SECURITY AGREEMENT By and among FIRST-CITIZENS BANK & TRUST COMPANY, as Company and a Debtor, EACH OTHER DEBTOR OR GRANTOR FROM TIME TO TIME PARTY HERETO, FEDERAL DEPOSIT INSURANCE CORPORATION, AS RECEIVER FOR SILICON VALLEY BRIDGE BANK, NATIONAL ASSOCIATION, as Notes Designee AND FEDERAL DEPOSIT INSURANCE CORPORATION, AS RECEIVER FOR SILICON VALLEY BRIDGE BANK, NATI

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): November 20, 2023 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (

Amended and Restated Initial Purchase Money, Note dated March 27, 2023, made by First-Citizens Bank & Trust Company and payable to the order of the Federal Deposit Insurance Corporation, as received for Silicon Valley Bridge Bank, National Association, or its successors and registered assigns (incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K dated November 27, 2023)

EX-4.1 Exhibit 4.1 AMENDED AND RESTATED INITIAL PURCHASE MONEY NOTE PRINCIPAL OF, AND INTEREST ON, THIS PURCHASE MONEY NOTE IS PAYABLE PERIODICALLY AS SET FORTH HEREIN AND IN THE CUSTODIAL AND PAYING AGENCY AGREEMENT. ACCORDINGLY, THE OUTSTANDING PRINCIPAL OF THIS PURCHASE MONEY NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF, AND ACCRUED INTEREST HEREON MAY HAVE BEEN PAID TO

Advance Facility Agreement dated as of March 27, 2023, by and among First-Citizens Bank & Trust Company and the Federal Deposit Insurance Corporation, as receiver for Silicon Valley Bridge Bank, National Association, as lender and as collateral agent

Exhibit 10.1 EXECUTION VERSION ADVANCE FACILITY AGREEMENT Dated as of March 27, 2023 among FIRST-CITIZENS BANK & TRUST COMPANY, as Company, and FEDERAL DEPOSIT INSURANCE CORPORATION, AS RECEIVER FOR SILICON VALLEY BRIDGE BANK, NATIONAL ASSOCIATION, as Lender TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND ACCOUNTING TERMS 2 SECTION 1.01. Defined Terms 2 SECTION 1.02. Other Interpretive Provisions

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2023 or ☐ Transition Report Pursu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2023 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Reg

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 26, 2023 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

First Citizens BancShares, Inc. Third Quarter 2023 Earnings Conference Call October 26, 2023 2 Agenda Pages Section I – Third Quarter Overview & Business Update 4 – 9 Section II – Third Quarter 2023 Financial Results 10 – 32 Financial Highlights 11 –

First Citizens BancShares, Inc. Third Quarter 2023 Earnings Conference Call October 26, 2023 2 Agenda Pages Section I – Third Quarter Overview & Business Update 4 – 9 Section II – Third Quarter 2023 Financial Results 10 – 32 Financial Highlights 11 – 12 Earnings Highlights 13 Net interest income, margin and interest rate sensitivity 14 – 17 Noninterest income and expense 18 – 20 Balance Sheet High

FIRST CITIZENS BANCSHARES REPORTS THIRD QUARTER 2023 EARNINGS

NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson October 26, 2023 Investor Relations Corporate Communications 919-716-2137 919-716-2716 FIRST CITIZENS BANCSHARES REPORTS THIRD QUARTER 2023 EARNINGS RALEIGH, N.

Extensions of Time to the Purchase and Assumption Agreement All Deposits dated March 27, 2023, by and among the Federal Deposit Insurance Corporation, received of Silicon Valley Bridge Bank, N.A., the Federal Deposit Insurance Corporation and First-Citizens Bank & Trust Company (filed herewith)

Exhibit 2.1 EXTENSION OF TIME PURSUANT TO ARTICLE IV OF THE PURCHASE AND ASSUMPTION AGREEMENT AMONG FEDERAL DEPOSIT INSURANCE CORPORATION, RECEIVER OF SILICON VALLEY BRIDGE BANK, NA; FEDERAL DEPOSIT INSURANCE CORPORATION; AND FIRST-CITIZENS BANK & TRUST COMPANY EFFECTIVE MARCH 27, 2023 This Extension of Time between the Receiver and First-Citizens Bank & Trust Company relates to Article IV of the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2023 or ☐ Transition Report Pursuant t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2023 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Registra

First Citizens BancShares, Inc. Second Quarter 2023 Earnings Conference Call August 3, 2023 2 Agenda Pages Section I – Second Quarter Overview & SVB Business Update 4 – 10 Section II – Second Quarter 2023 Financial Results 11 – 34 Financial Highlight

a2q23investorpresentatio First Citizens BancShares, Inc. Second Quarter 2023 Earnings Conference Call August 3, 2023 2 Agenda Pages Section I – Second Quarter Overview & SVB Business Update 4 – 10 Section II – Second Quarter 2023 Financial Results 11 – 34 Financial Highlights 12 – 13 Earnings Highlights 14 Notable items 15 Net interest income, margin and interest rate sensitivity 16 – 19 Nonintere

NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson August 3, 2023 Investor Relations Corporate Communications 919-716-2137 919-716-2716 FIRST CITIZENS BANCSHARES REPORTS SECOND QUARTER 2023 EARNINGS RALEIGH, N.C. -- First Citize

a2q23earningsreleasevf NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson August 3, 2023 Investor Relations Corporate Communications 919-716-2137 919-716-2716 FIRST CITIZENS BANCSHARES REPORTS SECOND QUARTER 2023 EARNINGS RALEIGH, N.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 3, 2023 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 25, 202

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 25, 2023 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of

First Citizens Cash-Settled Value Appreciation Instrument (filed herewith)

Exhibit 10.2 FIRST CITIZENS CASH-SETTLED VALUE APPRECIATION INSTRUMENT THIS VALUE APPRECIATION INSTRUMENT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR SECURITIES LAWS OF ANY STATE AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT WHILE A REGISTRATION STATEMENT RELATING THERETO IS IN EFFECT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO

FIRST CITIZENS BANCSHARES REPORTS FIRST QUARTER 2023 EARNINGS

NEWS RELEASE For Immediate Release Contact: Deanna Hart John Moran Angela English May 10, 2023 Investor Relations Corporate Communications Corporate Communications 919-716-2137 212-461-5507 803-931-1854 FIRST CITIZENS BANCSHARES REPORTS FIRST QUARTER 2023 EARNINGS RALEIGH, N.

First Citizens BancShares, Inc. First Quarter 2023 Earnings Conference Call May 10, 2023 2 Agenda Pages Section I – A Momentous First Quarter & Strategic Priorities 4 – 6 Section II – SVB Acquisition: Areas of Focus 7 – 14 Section III – SVB Acquisiti

a1q23investorpresentatio First Citizens BancShares, Inc. First Quarter 2023 Earnings Conference Call May 10, 2023 2 Agenda Pages Section I – A Momentous First Quarter & Strategic Priorities 4 – 6 Section II – SVB Acquisition: Areas of Focus 7 – 14 Section III – SVB Acquisition: Purchase Accounting 15 – 22 Section IV – First Quarter 2023 Financial Results 23 – 41 Section V – Financial Areas of Focu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2023 or ☐ Transition Report Pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2023 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Registr

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): May 10, 2023 First Citizens BancS

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): May 10, 2023 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Commi

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): April 25, 2023 First Citizens Ban

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): April 25, 2023 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Com

Amended and Restated Certificate of Incorporation (filed herewith)

exhibit301 EXHIBIT 3.01 Amended and Restated Certificate of Incorporation of First Citizens BancShares, Inc. First Citizens BancShares, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify as follows: 1. The present name of the Corporation is First Citizens BancShares, Inc. The Corporation was incorporated under the name "First

Commercial Shared-Loss Agreement dated March 27, 2023, by and among the Federal Deposit Insurance Corporation and First-Citizens Bank & Trust Company

EX-10.1 Exhibit 10.1 COMMERCIAL SHARED-LOSS AGREEMENT Version 13.2 – Commercial Shared-Loss Agreement – with 8 year term Silicon Valley Bridge Bank Santa Clara, California COMMERCIAL SHARED-LOSS AGREEMENT TABLE OF CONTENTS Page ARTICLE 1. GENERAL 1 1.1 Purpose 1 1.2 Relationship with Purchase and Assumption Agreement 1 1.3 Defined Terms 1 ARTICLE 2. SHARED-LOSS ARRANGEMENT 1 2.1 Accounting for and

Purchase Money Note issued on March 27, 2023

EX-4.1 Exhibit 4.1 PURCHASE MONEY NOTE Thirty Five Billion Dollars $ 35,000,000,000 March 27, 2023 FOR VALUE RECEIVED, First–Citizens Bank & Trust Company, a North Carolina – chartered bank (herein referred to as the “Issuer” and in other PA Financing Transaction Documents as the “Company”), hereby unconditionally promises to pay to the order of the Federal Deposit Insurance Corporation (in any ca

Purchase and Assumption Agreement All Deposits dated March 27, 2023, by and among the Federal Deposit Insurance Corporation, received of Silicon Valley Bridge Bank, N.A., the Federal Deposit Insurance Corporation and First-Citizens Bank & Trust Company (incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K/A filed March 31, 2023)

EX-2.1 Exhibit 2.1 PURCHASE AND ASSUMPTION AGREEMENT ALL DEPOSITS AMONG FEDERAL DEPOSIT INSURANCE CORPORATION, RECEIVER OF SILICON VALLEY BRIDGE BANK, NATIONAL ASSOCIATION SANTA CLARA, CALIFORNIA FEDERAL DEPOSIT INSURANCE CORPORATION AND FIRST-CITIZENS BANK & TRUST COMPANY, RALEIGH, NORTH CAROLINA EFFECTIVE AS OF March 27, 2023 Silicon Valley Bridge Bank, NA Version 13.2 – PURCHASE AND ASSUMPTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2023 First Citizens B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2023 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

Disclosures Forward Looking Statements This investor presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the financial condition, results of operations, business plan

EX-99.1 First Citizens Bank Announces Acquisition of Silicon Valley Bridge Bank, N.A. March 27, 2023 + SVB Private | Silicon Valley Bridge Bank Exhibit 99.1 Disclosures Forward Looking Statements This investor presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the financial condition, results of operations, busine

First Citizens Bank Enters into Whole Bank Purchase of Silicon Valley Bridge Bank, N.A.

EX-99.2 Exhibit 99.2 NEWS RELEASE For Immediate Release Contacts: Barbara Thompson March 27, 2023 Corporate Communications First Citizens Bank 919-716-2716 Deanna Hart Investor Relations First Citizens Bank 919-716-2137 First Citizens Bank Enters into Whole Bank Purchase of Silicon Valley Bridge Bank, N.A. Acquisition affirms First Citizens’ commitment to support Silicon Valley Bank depositors and

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): March 27, 2023 First Citizens Ban

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): March 27, 2023 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Pro xy Statement Pur suant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Pro xy Statement Pur suant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ De

Subsidiaries of the Registrant (filed herewith)

Exhibit 21 Subsidiaries of the Registrant (as of December 31, 2022) Subsidiary State or Jurisdiction of Incorporation First-Citizens Bank & Trust Company North Carolina FCB/NC Capital Trust III Delaware FCB/SC Capital Trust II Delaware The CIT Group Equity Investments, LLC Delaware The CIT Group Business Credit, LLC Delaware CIT Lending Services, LLC Delaware CIT Capital Securities LLC Delaware

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE AC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 Commission File Number: 001-16715 FIRST CITIZENS BANCSHARES, INC. (Exact name of Registrant a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

Power of Attorney (filed herewith)

EX-24 5 fcncaexhibitx24x12312022.htm EX-24 Exhibit 24 Power of Attorney WITNESSETH, that each of the undersigned directors of FIRST CITIZENS BANCSHARES, INC. (“BancShares”), a Delaware corporation, by his or her execution hereof, hereby constitutes and appoints CRAIG L. NIX and MATTHEW G.T. MARTIN, and each of them, with authority to act jointly or individually, as his or her true and lawful agent

FCNCA / First Citizens BancShares, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: First Citizens BancShares Inc./NC Class A Title of Class of Securities: Common Stock CUSIP Number: 31946M103 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which thi

FCNCA / First Citizens BancShares, Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* First Citizens BancShares, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 31946M103 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

Amended and Restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K dated January 24, 2023)

Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF FIRST CITIZENS BANCSHARES, INC. (As last amended and restated January 24, 2023) ARTICLE I Offices Section 1. Principal Office: The principal office of the corporation shall be located in Raleigh, Wake County, North Carolina. Section 2. Registered Offices: The registered office of the corporation required by law to be maintained in the State of Delaware sh

First Citizens BancShares, Inc. Fourth Quarter 2022 Earnings Conference Call January 26, 2023 2 Agenda Page(s) Section I – 2022 Accomplishments and 2023 Strategic Objectives 4 – 6 Section II – Fourth Quarter 2022 Financial Results 7 – 29 Financial Hi

First Citizens BancShares, Inc. Fourth Quarter 2022 Earnings Conference Call January 26, 2023 2 Agenda Page(s) Section I – 2022 Accomplishments and 2023 Strategic Objectives 4 – 6 Section II – Fourth Quarter 2022 Financial Results 7 – 29 Financial Highlights 8 Earnings Highlights 9 – 11 Notable Items 12 Net interest income and margin 13 – 15 Deposit Betas 16 Noninterest income and expense 17 – 19

NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson January 26, 2023 Investor Relations Corporate Communications 919-716-2137 919-716-2716 FIRST CITIZENS BANCSHARES REPORTS FOURTH QUARTER 2022 EARNINGS RALEIGH, N.C. -- First Citi

NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson January 26, 2023 Investor Relations Corporate Communications 919-716-2137 919-716-2716 FIRST CITIZENS BANCSHARES REPORTS FOURTH QUARTER 2022 EARNINGS RALEIGH, N.

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): January 24, 2023 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2022 or ☐ Transition Report Pursu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2022 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Reg

Corporate Communications Department-CTW11 PO Box 27131 Raleigh, NC 27611-7131 NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson Oct. 28, 2022 Investor Relations Corporate Communications 919-716-2137 919-716-2716 FLOOD APPOINTED

Corporate Communications Department-CTW11 PO Box 27131 Raleigh, NC 27611-7131 NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson Oct.

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): October 25, 2022 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson October 27, 2022 Investor Relations Corporate Communications 919-716-2137 919-716-2716 FIRST CITIZENS BANCSHARES REPORTS THIRD QUARTER 2022 EARNINGS RALEIGH, N.C. -- First Citiz

NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson October 27, 2022 Investor Relations Corporate Communications 919-716-2137 919-716-2716 FIRST CITIZENS BANCSHARES REPORTS THIRD QUARTER 2022 EARNINGS RALEIGH, N.

First Citizens BancShares, Inc. Third Quarter 2022 Earnings Conference Call October 27, 2022 2 Agenda Page(s) Section I – Third Quarter 2022 Overview 4 – 6 Section II – Third Quarter 2022 Financial Results 7 – 27 Financial Highlights 8 Earnings Highl

First Citizens BancShares, Inc. Third Quarter 2022 Earnings Conference Call October 27, 2022 2 Agenda Page(s) Section I ? Third Quarter 2022 Overview 4 ? 6 Section II ? Third Quarter 2022 Financial Results 7 ? 27 Financial Highlights 8 Earnings Highlights 9 ? 10 Notable Items 11 Net interest income and margin 12 ? 14 Deposit Betas 15 Noninterest income and expense 16 ? 18 Balance Sheet Highlights

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 27, 2022 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2022 or ☐ Transition Report Pursuant t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2022 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Registra

NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson July 28, 2022 Investor Relations Corporate Communications 919-716-2137 919-716-2716 FIRST CITIZENS BANCSHARES REPORTS SECOND QUARTER 2022 EARNINGS RALEIGH, N.C. -- First Citizen

NEWS RELEASE For Immediate Release Contact: Deanna Hart Barbara Thompson July 28, 2022 Investor Relations Corporate Communications 919-716-2137 919-716-2716 FIRST CITIZENS BANCSHARES REPORTS SECOND QUARTER 2022 EARNINGS RALEIGH, N.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): July 28, 2022 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Comm

First Citizens BancShares, Inc. Second Quarter 2022 Earnings Conference Call July 28, 2022 Agenda Page(s) Section I – Merger Integration Update 5 – 7 Section II – Commercial Bank Credit Update 8 – 11 Section III – Second Quarter 2022 Financial Result

First Citizens BancShares, Inc. Second Quarter 2022 Earnings Conference Call July 28, 2022 Agenda Page(s) Section I ? Merger Integration Update 5 ? 7 Section II ? Commercial Bank Credit Update 8 ? 11 Section III ? Second Quarter 2022 Financial Results 12 ? 32 Key Take-Aways 13 Financial Highlights 14 Earnings Highlights 15 ? 16 Notable Items 17 Net interest income and margin 18 ? 20 Noninterest in

Retention Letter Agreement between Registrant and Marisa Harney dated October 15, 2020 (filed herewith)

Exhibit 10.2 October 15, 2020 Ms. Marisa Harney 11 West 42nd St. New York, NY 10036 Dear Ms. Harney: As you know, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”) entered into as of October 15, 2020 by and among CIT Group Inc. (“CIT”), First Citizens BancShares, Inc. (“BancShares”), First-Citizens Bank & Trust Company (“FCB”), and FC Merger Subsidiary IX, Inc. (“Merger Sub”), M

Citizen’s Bank & Trust Company (incorporated by reference to Exhibit 10.4 to the Registrant’s Form 10-Q for the quarter ended March 31, 2022)

Exhibit 10.4 FIRST-CITIZENS BANK & TRUST COMPANY MERGER PERFORMANCE PLAN 1.Background and Purpose. 1.1Purpose. The purpose of the First-Citizens Bank & Trust Company Merger Performance Plan (the “Plan”) is to motivate and reward eligible employees of First-Citizens Bank & Trust Company or an affiliate thereof (collectively, the “Company” unless the context otherwise requires) with significant invo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2022 or ☐ Transition Report Pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2022 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exact name of Registr

Employment Letter Agreement between Registrant and Ellen R. Alemany dated October 15, 2020 (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 10-Q for the quarter ended March 31, 2022)

Exhibit 10.1 October 15, 2020 Ellen R. Alemany CIT 11 W. 42nd Street New York, New York 10036 Dear Ellen: As you know, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”) entered into as of October 15, 2020 by and among CIT Group Inc. (“CIT”), First Citizens BancShares, Inc. (“BancShares”), First-Citizens Bank & Trust Company (“FCB”), and FC Merger Subsidiary IX, Inc. (“Merger Sub

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): April 26, 2022 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Com

First Citizens BancShares, Inc. First Quarter 2022 Earnings Conference Call April 28, 2022 Page(s) Section I – Merger Integration Update 4 – 6 Section II – First Quarter 2022 Financial Results 7 – 23 1Q22 Take-aways 8 1Q22 Financial Highlights 9 – 11

First Citizens BancShares, Inc. First Quarter 2022 Earnings Conference Call April 28, 2022 Page(s) Section I ? Merger Integration Update 4 ? 6 Section II ? First Quarter 2022 Financial Results 7 ? 23 1Q22 Take-aways 8 1Q22 Financial Highlights 9 ? 11 Net interest income and margin 12 ? 14 Noninterest income and expense 15 ? 16 Balance Sheet Highlights 17 Loans and Leases HFI 18 Deposits and Fundin

Note: References to “Adjusted” results exclude notable items and are Non-GAAP Financial Measures. NEWS RELEASE For Immediate Release Contact: Barbara Thompson Deanna Hart April 28, 2022 Corporate Communications Investor Relations 919-716-2716 919-716

Note: References to ?Adjusted? results exclude notable items and are Non-GAAP Financial Measures.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 28, 2022 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Com

Regulation FD Disclosure, 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): March 24, 2022 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Com

First Citizens BancShares and CIT Merger Update Presentation Date: March 24, 2022 Stronger. Better. Together. 2 Agenda I Next Era of Growth 4 Frank Holding Chairman & CEO II Merger Integration Update 14 Frank Holding Chairman & CEO III Purchase Accou

First Citizens BancShares and CIT Merger Update Presentation Date: March 24, 2022 Stronger.

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed combined financial information of First Citizens BancShares, Inc. (?First Citizens?) and CIT Group Inc. (?CIT?) present the pro forma combined financial position of First Citizens giving effect to its merger with CIT (the ?Transaction?) using the acquisition method of accounting wi

- 2 -

Exhibit 99.1 CIT GROUP INC. Consolidated Financial Statements as of December 31, 2021 and 2020 and for each of the Three Years in the Period Ended December 31, 2021, and Independent Auditor?s Report INDEPENDENT AUDITOR?S REPORT To the Board of Directors of First Citizens Bancshares, Inc. Opinion We have audited the consolidated financial statements of CIT Group Inc. (the ?Company?), which comprise

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2022 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction o

SEC COURTESY COPY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi

Description of the Registrant’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 (filed herewith)

Exhibit 4.8 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summarizes the general terms and provisions of our capital stock registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?). The summary is not complete and is qualified by reference to our Restated Certificate of Inc

Restated Certificate of Designation of Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series B (incorporated by reference to Exhibit 3.3 to the Registrant’s Form 10-K for the year ended December 31, 2021)

Exhibit 3.3 RESTATED CERTIFICATE OF DESIGNATION OF FIXED-TO-FLOATING RATE NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES B OF FIRST CITIZENS BANCSHARES, INC. First Citizens BancShares, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?) does hereby certify: 1.The name of the corporation is First Citizens BancShares, Inc. 2.That a Certificate of

Subsidiaries of the Registrant (filed herewith)

Exhibit 21 Subsidiaries of the Registrant (as of December 31, 2021) Subsidiary State or Jurisdiction of Incorporation First-Citizens Bank & Trust Company North Carolina First Citizens Housing Development, LLC South Carolina FCB/NC Capital Trust III Delaware FCB/SC Capital Trust II Delaware

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE AC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 Commission File Number: 001-16715 FIRST CITIZENS BANCSHARES, INC. (Exact name of Registrant a

Power of Attorney (filed herewith)

Exhibit 24 Power of Attorney WITNESSETH, that each of the undersigned directors of FIRST CITIZENS BANCSHARES, INC.

Restated Certificate of Designation of 5.625% Non-Cumulative Perpetual Preferred Stock, Series C (incorporated by reference to Exhibit 3.4 to the Registrant’s Form 10-K for the year ended December 31, 2021)

Exhibit 3.4 RESTATED CERTIFICATE OF DESIGNATION OF 5.625% NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES C OF FIRST CITIZENS BANCSHARES, INC. First Citizens BancShares, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?) does hereby certify: 1.The name of the corporation is First Citizens BancShares, Inc. 2.That a Certificate of Designation was

Form of Long-Term Incentive Plan Award Agreement (for awards beginning in 2022) (incorporated by reference to Exhibit 10.10 to the Registrant’s Form 10-K for the year ended December 31, 2021)

Exhibit 10.10 FIRST-CITIZENS BANK & TRUST COMPANY LONG-TERM INCENTIVE PLAN Long-Term Incentive Plan Award Agreement Name of Participant: Grant Date: Performance Period: THIS AGREEMENT ("Agreement"), made effective the day of , 20, between First-Citizens Bank & Trust Company (the "Company"), and , an employee of the Company or an affiliate (the "Participant"). R E C I T A L S : In furtherance of th

FCNCA / First Citizens BancShares, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: First Citizens BancShares Inc./NC Class A Title of Class of Securities: Common Stock CUSIP Number: 31946M103 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which thi

FCNCA / First Citizens BancShares, Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* First Citizens BancShares, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 31946M103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

CERTIFICATE OF CORRECTION TO THE CERTIFICATE OF DESIGNATION OF FIXED-TO-FLOATING RATE NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES B OF FIRST CITIZENS BANCSHARES, INC.

Exhibit 3.1 CERTIFICATE OF CORRECTION TO THE CERTIFICATE OF DESIGNATION OF FIXED-TO-FLOATING RATE NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES B OF FIRST CITIZENS BANCSHARES, INC. First Citizens BancShares, Inc. (the ?Company?), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify: 1. The name of the corporation i

Amended and Restated Long-Term Incentive Plan of Registrant’s subsidiary, First-Citizens Bank & Trust Company (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K dated January 25, 2022)

Exhibit 10.1 FIRST-CITIZENS BANK & TRUST COMPANY LONG-TERM INCENTIVE PLAN (As amended and restated by the Board of Directors on January 25, 2022) 1. Purpose The purpose of the First-Citizens Bank & Trust Company Long-Term Incentive Plan (the ?Plan?), is to provide selected salaried employees of First-Citizens Bank & Trust Company or an affiliate thereof (collectively, the ?Company? unless the cont

CERTIFICATE OF CORRECTION TO THE

Exhibit 3.2 CERTIFICATE OF CORRECTION TO THE CERTIFICATE OF DESIGNATION OF 5.625% NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES C OF FIRST CITIZENS BANCSHARES, INC. First Citizens BancShares, Inc. (the ?Company?), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify: 1. The name of the corporation is First Citizens

2 Important Notices Forward Looking StatementsThis communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the financial condition, results of operations, business plans

First Citizens BancShares Fourth Quarter 2021 Earnings Conference CallJanuary 26, 2022 Exhibit 99.

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 25, 2022 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

FIRST CITIZENS BANCSHARES REPORTS EARNINGS FOR FOURTH QUARTER AND FULL YEAR 2021

Exhibit 99.1 For Immediate Release Contact: Barbara Thompson Deanna Hart January 26, 2022 Corporate Communications Investor Relations 919-716-2716 919-716-2137 FIRST CITIZENS BANCSHARES REPORTS EARNINGS FOR FOURTH QUARTER AND FULL YEAR 2021 RALEIGH, N.C. - First Citizens BancShares, Inc. (?BancShares?) (Nasdaq: FCNCA) reported earnings for the fourth quarter and year ended December 31, 2021. Key r

FIRST CITIZENS BANK ANNOUNCES REDEMPTION OF APPROXIMATELY $2.9 BILLION OF ITS SENIOR UNSECURED DEBT

EX-99.1 2 brhc10033023ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 For Immediate Release Contact: Barbara Thompson Deanna Hart January 24, 2022 Corporate Communications Investor Relations 919-716-2716 919-716-2137 FIRST CITIZENS BANK ANNOUNCES REDEMPTION OF APPROXIMATELY $2.9 BILLION OF ITS SENIOR UNSECURED DEBT RALEIGH, N.C. –– First Citizens BancShares, Inc. (Nasdaq: FCNCA) (“First Citizens”), parent co

Financial Statements and Exhibits, Other Events

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): January 24, 2022 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

FIZN / First Citizens Bancshares, Inc. / HOLDING FRANK B JR - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No. 5 FIRST CITIZENS BANCSHARES, INC. (Name of Issuer) CLASS A COMMON STOCK, $1.00 PAR VALUE (Title of Class of Securities) 31946M-10-3 (CUSIP Number) William R. Lathan, Jr. Ward and Smith, P.A. 1001 College Court New Bern, North Carolina 28562 (252) 672

FIZN / First Citizens Bancshares, Inc. / HOLDING FRANK B JR - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No. 4 FIRST CITIZENS BANCSHARES, INC. (Name of Issuer) CLASS B COMMON STOCK, $1.00 PAR VALUE (Title of Class of Securities) 31946M-20-2 (CUSIP Number) William R. Lathan, Jr. Ward and Smith, P.A. 1001 College Court New Bern, North Carolina 28562 (252) 633

As filed with the Securities and Exchange Commission on January 5, 2022

As filed with the Securities and Exchange Commission on January 5, 2022 Registration No.

CERTIFICATE OF DESIGNATION 5.625% NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES C FIRST CITIZENS BANCSHARES, INC.

Exhibit 4.2 CERTIFICATE OF DESIGNATION OF 5.625% NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES C OF FIRST CITIZENS BANCSHARES, INC. First Citizens BancShares, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), in accordance with Section 151 of the General Corporation Law of the State of Delaware, does hereby certify: The Board of Directors of

CERTIFICATE OF DESIGNATION FIXED-TO-FLOATING RATE NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES B FIRST CITIZENS BANCSHARES, INC.

Exhibit 4.1 CERTIFICATE OF DESIGNATION OF FIXED-TO-FLOATING RATE NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES B OF FIRST CITIZENS BANCSHARES, INC. First Citizens BancShares, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), in accordance with Section 151 of the General Corporation Law of the State of Delaware, does hereby certify: The Board

FIRST CITIZENS COMPLETES MERGER WITH CIT GROUP

Exhibit 99.1 For Immediate Release Contact: Barbara Thompson Deanna Hart January 4, 2022 Corporate Communications Investor Relations 919-716-2716 919-716-2137 FIRST CITIZENS COMPLETES MERGER WITH CIT GROUP RALEIGH, N.C. ?? First Citizens BancShares Inc. (NASDAQ: FCNCA) (?First Citizens?), parent company of First-Citizens Bank & Trust Company (?First Citizens Bank?), today announced completion of i

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events

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): January 4, 2022 (January 3, 2022) First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of

CERTIFICATE OF DESIGNATION 5.625% NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES C FIRST CITIZENS BANCSHARES, INC.

EX-3.2 2 brhc10032320ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 CERTIFICATE OF DESIGNATION OF 5.625% NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES C OF FIRST CITIZENS BANCSHARES, INC. First Citizens BancShares, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), in accordance with Section 151 of the General Corporation Law of the State of Delaware, doe

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 56-1528994 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identifica

FIRST CITIZENS, CIT ANNOUNCE RECEIPT OF REGULATORY APPROVALS FOR MERGER

EX 99.1 For Immediate Release December 17, 2021 FIRST CITIZENS, CIT ANNOUNCE RECEIPT OF REGULATORY APPROVALS FOR MERGER RALEIGH, North Carolina, and NEW YORK, New York ?? First Citizens BancShares, Inc. (NASDAQ: FCNCA) (?First Citizens?), the parent company of First-Citizens Bank & Trust Company, and CIT Group Inc. (NYSE: CIT) (?CIT?), the parent company of CIT Bank, N.A., jointly announced that t

Financial Statements and Exhibits, Other Events

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): December 20, 2021 (December 17, 2021) First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2021 ☐ Transition Report Pursuant

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2021 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 27, 2021 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

First Citizens BancShares Third Quarter 2021 Earnings Conference Call October 27, 2021 ® 2 Important Notices Forward Looking Statements This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation R

EX-99.2 3 september2021investorpre.htm EX-99.2 First Citizens BancShares Third Quarter 2021 Earnings Conference Call October 27, 2021 ® 2 Important Notices Forward Looking Statements This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the financial condition, results of operations, business plans and future p

FIRST CITIZENS BANCSHARES REPORTS EARNINGS FOR THIRD QUARTER 2021

EX-99.1 2 earningsrelease-q32021.htm EX-99.1 Exhibit 99.1 NEWS RELEASE For Immediate Release Contact: Barbara Thompson Deanna Hart October 27, 2021 Corporate Communications Investor Relations 919-716-2716 919-716-2137 FIRST CITIZENS BANCSHARES REPORTS EARNINGS FOR THIRD QUARTER 2021 RALEIGH, N.C. - First Citizens BancShares, Inc. (“BancShares”) (Nasdaq: FCNCA) reported earnings for the third quart

FIRST CITIZENS, CIT EXTEND MERGER AGREEMENT

EX-99.1 3 agreementextpressreleaseex.htm EX-99.1 EX 99.1 For Immediate Release September 30, 2021 FIRST CITIZENS, CIT EXTEND MERGER AGREEMENT RALEIGH, North Carolina, and NEW YORK, New York –– First Citizens BancShares, Inc. (NASDAQ: FCNCA) (“First Citizens”), the parent company of First-Citizens Bank & Trust Company, and CIT Group Inc. (NYSE: CIT) (“CIT”), the parent company of CIT Bank, N.A., jo

Financial Statements and Exhibits, Other Events

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): September 30, 2021 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation)

, 2021, to the Agreement and Plan of Merger dated October 15, 2020

Exhibit 2.1 AMENDMENT NO. 1 to AGREEMENT AND PLAN OF MERGER This Amendment No. 1 (this ?Amendment?) to the Agreement and Plan of Merger, dated October 15, 2020 (the ?Agreement?), is made and entered into as of September 30, 2021, by and among CIT Group Inc., a Delaware corporation (?CIT?); First Citizens BancShares, Inc., a Delaware corporation (?BancShares?); First-Citizens Bank & Trust Company,

First Citizens BancShares Second Quarter 2021 Earnings Conference Call August 3, 2021 Exhibit 99.2 ® 2 Important Notices Forward Looking Statements This communication contains “forward-looking statements” within the meaning of the Private Securities

fcncainvestorpresentatio First Citizens BancShares Second Quarter 2021 Earnings Conference Call August 3, 2021 Exhibit 99.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2021 ☐ Transition Report Pursuant to S

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2021 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exac

FIRST CITIZENS BANCSHARES REPORTS EARNINGS FOR SECOND QUARTER 2021

Exhibit 99.1 NEWS RELEASE For Immediate Release Contact: Barbara Thompson Deanna Hart August 3, 2021 Corporate Communications Investor Relations 919-716-2716 919-716-2137 FIRST CITIZENS BANCSHARES REPORTS EARNINGS FOR SECOND QUARTER 2021 RALEIGH, N.C. - First Citizens BancShares Inc. (?BancShares?) (Nasdaq: FCNCA) reported another quarter of strong earnings for the second quarter of 2021. Key resu

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 3, 2021 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Com

Financial Statements and Exhibits, Other Events

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): July 14, 2021 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Comm

FIRST CITIZENS, CIT RECEIVE FDIC APPROVAL OF PROPOSED MERGER

EX 99.1 For Immediate Release July 14, 2021 FIRST CITIZENS, CIT RECEIVE FDIC APPROVAL OF PROPOSED MERGER RALEIGH, North Carolina, and NEW YORK, New York ?? First Citizens BancShares Inc. (NASDAQ: FCNCA) (?First Citizens?), the parent company of First-Citizens Bank & Trust Company, and CIT Group Inc. (NYSE: CIT) (?CIT?), the parent company of CIT Bank, N.A., jointly announced that the proposal to m

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2021 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-16715 First Citizens BancShares, Inc. (Exa

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): April 30, 2021 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Com

First Citizens BancShares First Quarter 2021 Earnings Conference Call April 28, 2021 ® 2 Forward Looking Statements • This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995

EX-99.2 3 a1q21fcncainvestorpresen.htm EX-99.2 First Citizens BancShares First Quarter 2021 Earnings Conference Call April 28, 2021 ® 2 Forward Looking Statements • This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the financial condition, results of operations, business plans and future performance of Banc

FIRST CITIZENS BANCSHARES REPORTS EARNINGS FOR FIRST QUARTER 2021

EX-99.1 2 earningsrelease-q12021.htm EX-99.1 Exhibit 99.1 NEWS RELEASE For Immediate Release Contact: Barbara Thompson Deanna Hart April 28, 2021 Corporate Communications Investor Relations 919-716-2716 919-716-2137 FIRST CITIZENS BANCSHARES REPORTS EARNINGS FOR FIRST QUARTER 2021 RALEIGH, N.C. - First Citizens BancShares Inc. (“BancShares”) (Nasdaq: FCNCA) reported strong earnings for the first q

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 28, 2021 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (Com

- DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi

- SEC COURTESY COPY

begin 644 d140162ddef14a1.pdf M)5!$1BTQ+C8-)>+CS],-"C$@,"!O8FH*/#PO365T861A=&$@,B P(%(O4&%G M97,@,R P(%(O5'EP92]#871A;&]G/CX*96YD;V)J"C(@,"!O8FH*/#PO3&5N M9W1H(#,R-C8O4W5B='EP92]834PO5'EP92]-971A9&%T83X^G)E4WI.5&-Z M:V,Y9"(/@H\>#IX;7!M971A('AM;&YS.G@](F%D;V)E.FYS.FUE=&$O(B!X M.GAM<'1K/2)!9&]B92!835 @0V]R92 U+C8M8S Q-2 X,2XQ-3DX,#DL(#(P M,38O,3$O,3$M,#$Z-#(Z,38@(" @(" @("(^"B @(#QR9&8Z4D1&('AM;&YS

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

Copy of letter from Dixon Hughes Goodman LLP dated February

EX-16.1 2 fcncaexhibit161.htm EX-16.1 Exhibit 16.1 Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated February 24, 2021 of First Citizens BancShares, Inc. and are in agreement with the statements contained therein with respect to our firm. We have no basis to agree or disagree with other statements of the registr

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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 24, 2021 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (

Power of Attorney (filed herewith)

EX-24 7 fcncaexhibit24x12312020.htm EX-24 Exhibit 24 Power of Attorney WITNESSETH, that each of the undersigned directors of FIRST CITIZENS BANCSHARES, INC. (“BancShares”), a Delaware corporation, by his or her execution hereof, hereby constitutes and appoints CRAIG L. NIX and BRIDGET L. WELBORN, and each of them, with authority to act jointly or individually, as his or her true and lawful agents

Subsidiaries of the Registrant (filed herewith)

Exhibit 21 Subsidiaries of the Registrant Subsidiary State or Jurisdiction of Incorporation First-Citizens Bank & Trust Company North Carolina First Citizens Housing Development, LLC South Carolina FCB/NC Capital Trust III Delaware FCB/SC Capital Trust II Delaware

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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 24, 2021 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 Commission File Number: 001-16715 FIRST CITIZENS BANCSHARES, INC. (Exact name of Registrant a

Description of the Registrant’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 (filed herewith)

Exhibit 4.9 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summarizes the general terms and provisions of our capital stock registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?). The summary is not complete and is qualified by reference to our Restated Certificate of Inc

Nonqualified Deferred Compensation Plan of Registrant’s subsidiary, First-Citizens Bank & Trust Company (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K dated February 24, 2021)

Exhibit 10.1 FIRST-CITIZENS BANK & TRUST COMPANY NONQUALIFIED DEFERRED COMPENSATION PLAN RECITALS This Nonqualified Deferred Compensation Plan (the ?Plan?) is adopted by First-Citizens Bank & Trust Company (the ?Employer?), a North Carolina banking corporation and a wholly owned subsidiary of First Citizens Bancshares, Inc., for the benefit of a select group of the Employer?s management or highly

Form of Long-Term Incentive Plan Award Agreement (incorporated by reference to Exhibit 10.9 to the Registrant's Form 10-K for the year ended December 31, 2020)

EXHIBIT 10.9 FIRST-CITIZENS BANK & TRUST COMPANY LONG-TERM INCENTIVE PLAN Long-Term Incentive Plan Award Agreement Name of Participant: Grant Date: Performance Period: THIS AGREEMENT (?Agreement?), made effective the day of , , between First-Citizens Bank & Trust Company (the ?Company?), and , an employee of the Company or an affiliate (the ?Participant?). RECITALS: In furtherance of the purposes

Executive Consultation, Separation from Service and Death Benefit Agreement between Registrant’s subsidiary First-Citizens Bank & Trust Company and Jeffery L. Ward (incorporated by reference to Exhibit 10.5 to the Registrant's Form 10-K for the year ended December 31, 2020)

Exhibit 10.5 STATE OF NORTH CAROLINA COUNTY OF WAKE EXECUTIVE CONSULTATION, SEPARATION FROM SERVICE AND DEATH BENEFIT AGREEMENT THIS EXECUTIVE CONSULTATION, SEPARATION FROM SERVICE AND DEATH BENEFIT AGREEMENT (?Agreement?) is made and entered into this 24th day of January, 2011 by and between FIRST-CITIZENS BANK & TRUST COMPANY, a North Carolina banking corporation with its principal office in Ral

Financial Statements and Exhibits, Other Events

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 22, 2021 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (

FIRST CITIZENS BANK ANNOUNCES $16 BILLION COMMUNITY BENEFITS PLAN Five-year reinvestment plan builds on bank’s work, targets resources of the proposed merged company on underserved communities

EX 99.1 News Release For Immediate Release February 22, 2021 FIRST CITIZENS BANK ANNOUNCES $16 BILLION COMMUNITY BENEFITS PLAN Five-year reinvestment plan builds on bank?s work, targets resources of the proposed merged company on underserved communities RALEIGH, N.C. ? First Citizens Bank announced today a $16 billion community benefits plan ? developed in collaboration with the National Community

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: First Citizens BancShares Inc./NC Class A Title of Class of Securities: Common Stock CUSIP Number: 31946M103 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

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 9, 2021 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

First Citizens, CIT Receive Stockholder Approval for Merger

For Immediate Release February 9, 2021 First Citizens, CIT Receive Stockholder Approval for Merger RALEIGH, North Carolina, and NEW YORK, New York –– First Citizens BancShares, Inc.

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* First Citizens BancShares, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 31946M103 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan

Merger Prospectus - 425

Filed by: First Citizens BancShares, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) under the Securities Exchange Act of 1934 Subject Company: CIT Group Inc. (Commission File No.: 001-31369) Date: January 29, 2021 The following joint communication is an e-mail from Frank Holding, Chairman and CEO of First Citizens BancShares, Inc. (“First Citi

Merger Prospectus - 425

Filed by: First Citizens BancShares, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) under the Securities Exchange Act of 1934 Subject Company: CIT Group Inc. (Commission File No.: 001-31369) Date: January 27, 2021 The following is relevant excerpts from a transcript of the fourth quarter earnings call hosted by First Citizens BancShares, Inc.

FIRST CITIZENS BANCSHARES REPORTS EARNINGS FOR FOURTH QUARTER AND FULL YEAR 2020

EX-99.1 2 earningsrelease-q42020.htm EX-99.1 Exhibit 99.1 NEWS RELEASE For Immediate Release Contact: Barbara Thompson January 26, 2021 First Citizens BancShares 919.716.2716 FIRST CITIZENS BANCSHARES REPORTS EARNINGS FOR FOURTH QUARTER AND FULL YEAR 2020 RALEIGH, N.C. - First Citizens BancShares Inc. (“BancShares”) (Nasdaq: FCNCA) reported strong earnings for the fourth quarter of 2020. Key resul

First Citizens BancShares Fourth Quarter 2020 Earnings January 27, 2021 ® 2 Forward Looking Statements • This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the

EX-99.2 3 fcncainvestorpresentatio.htm EX-99.2 First Citizens BancShares Fourth Quarter 2020 Earnings January 27, 2021 ® 2 Forward Looking Statements • This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the financial condition, results of operations, business plans and future performance of BancShares. Words

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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): January 26, 2021 First Citizens BancShares, Inc. (Exact name of registrant as specified in its charter) Delaware 001-16715 56-1528994 (State or other jurisdiction of incorporation) (C

Merger Prospectus - 425

Filed by: First Citizens BancShares, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) under the Securities Exchange Act of 1934 Subject Company: CIT Group Inc. (Commission File No.: 001-31369) Date: January 15, 2021 The following joint communication is an e-mail from Frank Holding, Chairman and CEO of First Citizens BancShares, Inc. (“First Citi

Merger Prospectus - 425

Filed by: First Citizens BancShares, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) under the Securities Exchange Act of 1934 Subject Company: CIT Group Inc. (Commission File No.: 001-31369) Date: January 4, 2021 The following are excerpts from a transcript of a video message recorded by the Chairman and Chief Executive Officer of First Citize

To the Stockholders of First Citizens BancShares, Inc. and CIT Group Inc. MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT

TABLE OF CONTENTS Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-250131     To the Stockholders of First Citizens BancShares, Inc. and CIT Group Inc. MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT On behalf of the boards of directors of First Citizens BancShares, Inc. (“First Citizens”) and CIT Group Inc. (“CIT”), we are pleased to enclose the accompanying joint proxy statement/prosp

Form of Proxy of CIT Group Inc.

Exhibit 99.2 CIT GROUP INC. ONE CIT DRIVE LIVINGSTON, NJ 07039 VOTE BY INTERNET - www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time on February 8, 2021. Have your proxy card in hand when you access the web site and follow the instructions to obtain your records and to crea

Form of Certificate of Designations of Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred

Exhibit 4.3 CERTIFICATE OF DESIGNATION OF FIXED-TO-FLOATING RATE NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES B OF FIRST CITIZENS BANCSHARES, INC. First Citizens BancShares, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), in accordance with Section 151 of the General Corporation Law of the State of Delaware, does hereby certify: The Board

[First Citizens BancShares, Inc. Letterhead]

[First Citizens BancShares, Inc. Letterhead] December 21, 2020 VIA EDGAR TRANSMISSION Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: John Stickel Re: First Citizens BancShares, Inc. Registration Statement on Form S-4 File No. 333-250131 Request for Acceleration Dear Mr. Stickel: Pursuant to Rule 461 promulga

Form of Certificate of Designations of 5.625% Non-Cumulative Perpetual Preferred Stock, Series C

Exhibit 4.5 CERTIFICATE OF DESIGNATION OF 5.625% NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES C OF FIRST CITIZENS BANCSHARES, INC. First Citizens BancShares, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), in accordance with Section 151 of the General Corporation Law of the State of Delaware, does hereby certify: The Board of Directors of

Form of Proxy of First Citizens BancShares, Inc.

Exhibit 99.1 FIRST CITIZENS BANCSHARES, INC. ATTN: CORPORATE SECRETARY 4300 SIX FORKS ROAD (FCC22) RALEIGH, NC 27609 Read our joint proxy statement/prospectus before you vote by proxy. Then, to ensure that the shares are represented at the Special Meeting, we ask that you appoint the Proxies to vote the shares for you in one of the following three ways: To Vote by Mail Mark, date and sign this pro

- S-4/A

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on December 21, 2020.

Michael A. Carpenter

Exhibit 99.8 CONSENT OF PROSPECTIVE DIRECTOR In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in this Amendment No. 1 to the Registration Statement on Form S-4, to which this consent is an exhibit, filed by First Citizens BancShares, Inc. (the “Registrant”) with the Securities and Exchange Commission, and all amendments (inclu

Consent of Morgan Stanley & Co. LLC

Exhibit 99.5 Consent of Morgan Stanley & Co. LLC We hereby consent to the use in Amendment No. 1 to the Registration Statement (the “Registration Statement”) of First Citizens BancShares, Inc. on Form S-4 and in the Joint Proxy Statement/Prospectus of First Citizens BancShares, Inc. and CIT Group Inc., which is part of the Registration Statement, of our written opinion, dated October 15, 2020 appe

Specimen of Registrant’s Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series B (incorporated by reference to Exhibit 4.2 to Amendment No. 1 of the Registrant's Form S-4 Registration Statement (333-250131) filed on December 21, 2020)

Exhibit 4.2

Vice Admiral John R

Exhibit 99.7 CONSENT OF PROSPECTIVE DIRECTOR In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in this Amendment No. 1 to the Registration Statement on Form S-4, to which this consent is an exhibit, filed by First Citizens BancShares, Inc. (the “Registrant”) with the Securities and Exchange Commission, and all amendments (inclu

Specimen of Registrant’s 5.625% Non-Cumulative Perpetual Preferred Stock, Series C, Certificate (incorporated by reference to Exhibit 4.4 to Amendment No. 1 of the Registrant's Form S-4 Registration Statement (333-250131) filed on December 21, 2020)

Exhibit 4.4

Merger Prospectus - 425

Filed by: First Citizens BancShares, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CIT Group Inc. (Commission File No.: 001-31369) Date: December 7, 2020 The following information was distributed to employees of First Citizens BancShares, Inc. (“First Citizens”) on December 7, 2020. As