Edgar Filing: Santander Consumer USA Holdings Inc.

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â Rodgers R. Michele

2. Date of Event Requiring Statement (Month/Day/Year)
01/22/2014

3. Issuer Name and Ticker or Trading Symbol
Santander Consumer USA Holdings Inc. [SC]

(Last)

(First)

(Middle)

C/O SANTANDER CONSUMER USA HOLDINGS INC.,Â 8585 NORTH STEMMONS FREEWAY SUITE 1100-N

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
See Remarks

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

(Street)

DALLAS,Â TXÂ 75247

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	35,210	D	Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	Â ⁽¹⁾	12/31/2021	Common Stock	52,154	$ 9.21	D	Â
Stock Option (right to buy)	Â ⁽²⁾	12/31/2021	Common Stock	54,809	$ 9.21	D	Â
Stock Option (right to buy)	Â ⁽²⁾	12/31/2021	Common Stock	24,183	$ 12.1	D	Â
Stock Option (right to buy)	Â ⁽³⁾	05/31/2022	Common Stock	34,313	$ 9.21	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Rodgers R. Michele C/O SANTANDER CONSUMER USA HOLDINGS INC. 8585 NORTH STEMMONS FREEWAY SUITE 1100-N DALLAS,Â TXÂ 75247	Â	Â	Â See Remarks	Â

Signatures

/s/ Eldridge A. Burns, Jr., Attorney-in-Fact		01/22/2014
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Granted pursuant to the Santander Consumer USA Inc. 2011 Management Equity Plan. The stock option award is time vested generally based on continued service and is scheduled to vest 31.25% on December 31 of each of 2014, 2015, and 2016. 3.125% of the options vested upon each of December 31, 2012 and 2013 and are currently exercisable.
(2)	Granted pursuant to the Santander Consumer USA Inc. 2011 Management Equity Plan. The stock option award is time vested, generally based on continued service, and performance vested. Subject to the company's achievement of certain performance targets, the award is scheduled to vest 31.25% on December 31 of each of 2014, 2015, and 2016. 3.125% of the options vested upon each of December 31, 2012 and 2013 and are currently exercisable.
(3)	Granted pursuant to the Santander Consumer USA Inc. 2011 Management Equity Plan. The stock option award is time vested based generally on continued service and is scheduled to vest in equal installments on each of the first through fifth anniversaries of the date of the grant, which grant occurred on May 31, 2012. 20% of the options vested on May 31, 2013 and are currently exercisable.
Â Remarks: ChiefÂ ComplianceÂ andÂ RiskÂ Officer ExhibitÂ List:Â ExhibitÂ 24Â -Â PowerÂ ofÂ Attorney

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