Sec Form 4 Filing - Bristow Claire H @ FIRST CITIZENS BANCSHARES INC /DE/ - 2022-05-24

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, 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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1. Name and Address of Reporting Person Bristow Claire H 2. Issuer Name and Ticker or Trading Symbol FIRST CITIZENS BANCSHARES INC /DE/ [ FCNCA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 4300 SIX FORKS ROAD 3. Date of Earliest Transaction (MM/DD/YY) 05/24/2022 (Street) RALEIGH, NC27609 4. If Amendment, Date Original Filed (MM/DD/YY) 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 Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common 30,000 D Class A Common 321,813( 1 ) I Claire Holding Bristow 2nd Amended and Restated Trust Class A Common 42,078( 1 ) I Claire H. Bristow 2020 GRAT Class A Common 05/26/2022 G 42,078 D $ 0 0( 1 ) I Claire H. Bristow 2020 GRAT Class A Common 05/26/2022 G 42,078 A $ 0 42,078( 1 ) I By Spouse as Trustee for Claire H. Bristow 2020 GRAT Family Trust Class A Common 12,152 I As Co-Trustee for Peter McDonald Bristow 2019 Irrevocable Family Trust Class A Common 10,858 I As beneficiary of Trust Class A Common 14,500 I By spouse as Trustee for Claire Holding Bristow 2018 Irrevocable Family Trust Class A Common 8,868( 2 ) I By spouse as trustee for Peter M. Bristow 2nd Amended and Restated Trust Agreement Class A Common 15,145( 2 ) I By daughter Ella Bristow Class A Common 6,106( 2 ) I PMB Investments, LLC Class A Common 2,154( 2 ) I CRB Investments, LLC Class A Common 2,045( 2 ) I EHB Investments, LLC Class A Common 19,041( 2 ) I By spouse as trustee for PMB Trust 2011 Class A Common 19,041( 2 ) I By spouse as trustee for CRB Trust 2011 Class A Common 19,041( 2 ) I By spouse as trustee for EHB Trust 2011 Class B Common 43,786 I Claire Holding Bristow 2nd Amended and Restated Trust Class B Common 05/26/2022 G 40,014 D $ 0 0( 3 ) I Claire H. Bristow 2020 GRAT Class B Common 05/26/2022 G 40,014 A $ 0 40,014( 3 ) I By Spouse as Trustee for Claire H. Bristow 2020 GRAT Family Trust Class B Common 1,250 I As beneficiary of Trust Class B Common 538( 2 ) I By spouse as trustee for Peter M. Bristow 2nd Amended and Restate Trust Agreement Class B Common 8,350( 2 ) I PMB Investments, LLC Class B Common 8,850( 2 ) I CRB Investments, LLC Class B Common 8,710( 2 ) I EHB Investments, LLC Class B Common 2,295( 2 ) I By daughter Ella Bristow Depositary Shares( 4 ) 41,285 I Claire Holding Bristow 2nd Amended and Restated Trust

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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Bristow Claire H 4300 SIX FORKS ROAD RALEIGH, NC27609 X Signatures Claire H. Bristow, By: E. Knox Proctor V, Attorney-in-Fact 07/29/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )In connection with the termination of the Claire H. Bristow 2020 grantor retained annuity trust (the "GRAT") on May 24, 2022, 39,668 shares of Class A Common Stock were distributed to the reporting person's revocable trust and continue to be reported on this Form 4 as indirectly owned, and on May 26, 2022, the remaining 42,078 shares of Class A Common Stock previously held by the GRAT were distributed by gift to Peter M. Bristow as Trustee of the Claire H. Bristow 2020 GRAT Family Trust. ( 2 )The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose. ( 3 )In connection with the termination of the Claire H. Bristow 2020 grantor retained annuity trust (the "GRAT"), on May 26, 2022, 40,014 shares of Class B Common Stock were distributed by gift to Peter M. Bristow as Trustee of the Claire H. Bristow 2020 GRAT Family Trust. ( 4 )Each Depositary Share represents a 1/40th interest in a share of the Issuer's 5.375% Non-Cumulative Perpetual Preferred Stock, Series A.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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