Holding family updates First Citizens BancShares (FCNCA) ownership disclosure

(Moderate)

(Neutral)

Form Type

SCHEDULE 13D/A

Rhea-AI Filing Summary

First Citizens BancShares’ Holding family has updated its ownership report for Class A common stock. As of April 6, 2026, the five related reporting persons may be considered to beneficially own a combined 2,665,563 Class A shares, or approximately 24.98% of the outstanding class.

Individually, Olivia B. Holding reports 916,649 shares (8.59%), Frank B. Holding Jr. 589,305 shares (5.52%), Claire H. Bristow 513,415 shares (4.81%), Hope H. Bryant 349,311 shares (3.27%), and Carson H. Brice 296,883 shares (2.78%). The amendment notes percentage increases largely reflect issuer share repurchases as well as acquisitions and dispositions since the prior amendment, and that certain shares are pledged to secure personal borrowings.

Key Figures

Frank B. Holding Jr. Class A stake: 589,305 shares (5.52%) Olivia B. Holding Class A stake: 916,649 shares (8.59%) Claire H. Bristow Class A stake: 513,415 shares (4.81%) +5 more

8 metrics

Frank B. Holding Jr. Class A stake 589,305 shares (5.52%) Beneficial ownership of Class A common as of April 6, 2026

Olivia B. Holding Class A stake 916,649 shares (8.59%) Beneficial ownership of Class A common as of April 6, 2026

Claire H. Bristow Class A stake 513,415 shares (4.81%) Beneficial ownership of Class A common as of April 6, 2026

Hope H. Bryant Class A stake 349,311 shares (3.27%) Beneficial ownership of Class A common as of April 6, 2026

Carson H. Brice Class A stake 296,883 shares (2.78%) Beneficial ownership of Class A common as of April 6, 2026

Combined family Class A holdings 2,665,563 shares (24.98%) Aggregate beneficial ownership of Class A common by reporting persons

Entities’ Class A holdings 466,532 shares (4.37%) Held by entities where some reporting persons are shareholders and directors

Family Class B stake approximately 60.98% Aggregate beneficial ownership of outstanding Class B common stock

Key Terms

beneficial owner, Class A Common Stock, Class B Common Stock, Depositary Shares, +2 more

6 terms

beneficial owner financial

"may be deemed to be, the beneficial owner of an aggregate of 589,305 shares"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

Class A Common Stock financial

"Title of Class of Securities: Class A Common Stock, $1.00 Par Value"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Class B Common Stock financial

"may be considered to beneficially own, in the aggregate, approximately 60.98% of the outstanding shares of the Issuer's Class B Common Stock"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

Depositary Shares financial

"0.80% of the Issuer's outstanding Depositary Shares"

Depositary shares are tradable certificates that represent a fractional piece of a larger security held by a third-party bank, like owning a slice of a single big pie instead of the whole pie. They let companies issue and investors buy smaller, more affordable portions of preferred stock or other instruments; holders usually receive proportional dividends and market pricing similar to ordinary shares, but may have limited voting rights and different liquidity or tax implications, which can affect income and resale value.

Schedule 13D financial

"previously filed a statement on Schedule 13G to report the acquisition"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

pledged shares financial

"have pledged shares of the Class A Common Stock listed above as beneficially owned by them"

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Accepted by SEC EDGAR 04/08/2026 - 04:45 PM

FAQ

What ownership stake in FCNCA does the Holding family now report?

The Holding family reporting group may be considered to beneficially own 2,665,563 shares of First Citizens BancShares Class A common, or about 24.98% of the outstanding class. This reflects both issuer share repurchases and the family’s acquisitions and dispositions since the prior amendment.

How many FCNCA Class A shares does Olivia B. Holding report owning?

Olivia B. Holding is, or may be deemed to be, the beneficial owner of 916,649 Class A shares, representing 8.59% of the outstanding Class A common stock. Her position reflects long‑term holdings built through gifts, personal funds, and the 2014 Bancorp merger exchange.

What percentage of FCNCA Class A stock does Frank B. Holding Jr. report?

Frank B. Holding Jr. reports beneficial ownership of 589,305 Class A shares, equal to 5.52% of the outstanding Class A common stock. These shares were acquired through gifts, personal funds, the Bancorp merger exchange, and related family and estate transactions over time.

Do the Holding family entities also own First Citizens BancShares shares?

Entities in which certain Holding family members are shareholders and directors hold 466,532 Class A shares, or about 4.37% of that class. The reporting persons disclaim voting and dispositive power over these entity-held shares, separating them from their individually reported beneficial ownership.

How much FCNCA Class B common stock does the family group report?

In addition to Class A holdings, the reporting persons may be considered to beneficially own approximately 60.98% of First Citizens BancShares Class B common stock. Certain related entities hold about 2.70% more, though the reporting persons disclaim beneficial ownership of the entity-held Class B shares.

Are any First Citizens BancShares shares pledged as collateral by the Holders?

Certain reporting persons have pledged some Class A shares they beneficially own to secure personal lines of credit and other borrowings. These borrowings are described as unrelated to the acquisition of First Citizens BancShares stock, with additional detail provided in the pledged‑shares exhibit.

Why was Amendment No. 8 to the FCNCA Schedule 13D filed?

Amendment No. 8 updates the joint Schedule 13D to reflect material increases in Olivia B. Holding’s reported percentage ownership and percentage increases for other reporting persons. These changes stem mainly from issuer share repurchases and subsequent acquisitions and dispositions since the prior amendment.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 8)

First Citizens BancShares, Inc.

(Name of Issuer)

Class A Common Stock, $1.00 Par Value

(Title of Class of Securities)

31946M103

(CUSIP Number)

E. Knox Proctor V
Ward and Smith, P.A., 1001 College Court
New Bern, NC, 28562
(252) 672-5427

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

04/06/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

Item 1.

Security and Issuer

(a)

Title of Class of Securities:

Class A Common Stock, $1.00 Par Value

(b)

Name of Issuer:

First Citizens BancShares, Inc.

(c)

Address of Issuer's Principal Executive Offices:

4300 Six Forks Road, Raleigh, NORTH CAROLINA , 27609.

Item 1 Comment:

This Amendment No. 8 amends and restates the Reporting Persons' joint Schedule 13D to (1) report a material increase in the percentage of shares of the Issuer's Class A Common Stock that may be deemed to be beneficially owned by Olivia B. Holding, as reported in the previous amendment, as a result, primarily, of Issuer repurchases of shares of that class, and the resulting decrease in the number of outstanding shares of the class, since the date of the previous amendment, and (2) reflect increases in the percentages of the outstanding shares of the class beneficially owned by each of the other Reporting Persons resulting from those Issuer repurchases, and changes in all of the Reporting Persons' beneficial ownership resulting from acquisitions and dispositions of shares, since the date of the previous amendment.

Item 2.

Identity and Background

(a)

This statement is filed jointly by Frank B. Holding, Jr., Hope H. Bryant, Olivia B. Holding, Claire H. Bristow, and Carson H. Brice. The Reporting Persons are members of the same family, but each of them disclaims membership in a group.

(b)

The Reporting Persons' addresses are listed in Exhibit A attached to this Schedule 13D/A.

(c)

The Reporting Persons' principal occupations are listed in the Exhibit A attached to this Schedule 13D/A.

(d)

(e)

(f)

United States of America

Item 3.

Source and Amount of Funds or Other Consideration

The Shares of the Issuer's Class A Common Stock held individually by the Reporting Persons, respectively, were acquired in part through gifts from their parents, Frank B. Holding and Ella Ann L. Holding, in part with their personal funds, in part in exchange for their shares of First Citizens Bancorporation, Inc. ("Bancorp") upon its merger into the Issuer effective October 1, 2014 (the "Bancorp Merger"), and in part, directly or indirectly, from or through the estate of their father, Frank B. Holding. Shares held by their children and grandchildren were acquired in part through gifts from them and Frank B. Holding and Ella Ann L. Holding and in part in connection with the Bancorp Merger. Shares held by the various entities listed in the tables below were acquired by those entities in part with their separate funds or, in the case of the two charitable foundations, contributions by Lewis R. Holding and Frank B. and Ella Ann L. Holding, and in part in connection with the Bancorp Merger. In connection with the Bancorp Merger, each of the Reporting Persons, their children and the various entities, as shareholders of Bancorp, received shares of the Issuer's Class A Common Stock in exchange for shares of common stock of Bancorp they held at the time of the Bancorp Merger.

Item 4.

Purpose of Transaction

Frank B. Holding, Jr., Hope H. Bryant, and Claire H. Bristow's spouse, Peter M. Bristow, each serve as executive officers and directors of the Issuer and, therefore, participate with the Issuer's management and Board of Directors in making policy and considering and taking action on significant corporate events involving the Issuer. Olivia B. Holding, Carson H. Brice, and Claire H. Bristow are the siblings of Frank B. Holding, Jr., and Hope H. Bryant, and do not participant in the management or policy-making functions of the Issuer. Shares of the Issuer's Class A Common Stock beneficially owned by each of the Reporting Persons and by each of the other individuals and entities named in the tables below are held as described below for investment purposes.

Item 5.

Interest in Securities of the Issuer

(a)

The aggregate number of shares of Class A Common Stock that is, or may be deemed to be, beneficially owned by each Reporting Person, and the percentages of outstanding shares of Class A Common Stock as of April 6, 2026, represented by those shares, are listed below. Frank B. Holding Jr. - Mr. Holding is, or may be deemed to be, the beneficial owner of an aggregate of 589,305 shares of Class A Common Stock, amounting to 5.52% of the outstanding Class A Common Stock, as further described in Exhibit B to this Schedule 13D/A. Hope H. Bryant - Mrs. Bryant is, or may be deemed to be, the beneficial owner of an aggregate of 349,311 shares of Class A Common Stock, amounting to 3.27% of the outstanding Class A Common Stock, as further described in Exhibit B to this Schedule 13D/A. Olivia B. Holding - Ms. Holding is, or may be deemed to be, the beneficial owner of an aggregate of 916,649 shares of Class A Common Stock, amounting to 8.59% of the outstanding Class A Common Stock, as further described in Exhibit B to this Schedule 13D/A. Claire H. Bristow - Mrs. Bristow is, or may be deemed to be, the beneficial owner of an aggregate of 513,415 shares of Class A Common Stock, amounting to 4.81% of the outstanding Class A Common Stock, as further described in Exhibit B to this Schedule 13D/A. Carson H. Brice - Mrs. Brice is, or may be deemed to be, the beneficial owner of an aggregate of 296,883 shares of Class A Common Stock, amounting to 2.78% of the outstanding Class A Common Stock, as further described in Exhibit B to this Schedule 13D/A. In the aggregate, the Reporting Persons may be considered to beneficially own 2,665,563 shares of Class A Common Stock, or approximately 24.98% of the outstanding shares of that class. Certain entities in which certain of the Reporting Persons are shareholders and serve as directors hold 466,532 shares of Class A Common Stock, or approximately 4.37% of the outstanding shares of the class. Each of the Reporting Persons disclaims voting and dispositive power with respect to the shares held by those entities. In addition to the shares of Class A Common Stock listed for them in Exhibit B, the Reporting Persons may be considered to beneficially own, in the aggregate, approximately 60.98% of the outstanding shares of the Issuer's Class B Common Stock, which is a separate class of common stock, and 0.80% of the Issuer's outstanding Depositary Shares, and certain entities in which certain of the Reporting Persons are shareholders and serve as directors hold approximately 2.70% of the outstanding shares of Class B Common Stock and 2.89% of the outstanding Depositary Shares. Each of the Reporting Persons disclaims beneficial ownership of the shares held by those entities.

(b)

Listings of shares of Class A Common Stock with respect to which each Reporting Person has, or may be deemed to have, sole and/or shared power to vote or direct the voting, or to dispose or direct the disposition, are contined in Exhibit B to this Schedule 13D/A.

(c)

Descriptions of transactions effected during the past 60 days by each of the Reporting Persons are contained in Exhibit C to this Schedule 13D/A.

(d)

Descriptions of the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Class A Common Stock each Reporting Person may be considered to beneficially own is contained in Exhibit D to this Schedule 13D/A.

(e)

Not applicable.

Item 6.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

Certain of the Reporting Persons have pledged shares of the Class A Common Stock listed above as beneficially owned by them to secure personal lines of credit and other personal borrowings unrelated to their acquisition of the Issuer's stock. Further description of the pledged shares is contained in Exhibit E to this Schedule 13D/A.

Item 7.

Material to be Filed as Exhibits.

Exhibit A - Addresses and Principal Occupations Exhibit B - Number of Shares Exhibit C - Transaction Descriptions Exhibit D - Statement and Listing of Shareholders Exhibit E - Pledged Shares Exhibit F - Joint Filing Agreement (incorporated by reference to Exhibit A to the Reporting Persons' Amendment No. 2 dated October 1, 2014, to Schedule 13D regarding the Issuer's Class A Common Stock)

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Frank B. Holding, Jr.

Signature:	/s/ Frank B. Holding, Jr.
Name/Title:	Frank B. Holding, Jr.
Date:	04/06/2026

Hope H. Bryant

Signature:	/s/ Hope H. Bryant
Name/Title:	Hope H. Bryant
Date:	04/06/2026

Olivia B. Holding

Signature:	/s/ Olivia B. Holding
Name/Title:	Olivia B. Holding
Date:	04/06/2026

Claire H. Bristow

Signature:	/s/ Claire H. Bristow
Name/Title:	Claire H. Bristow
Date:	04/06/2026

Carson H. Brice

Signature:	/s/ Carson H. Brice
Name/Title:	Carson H. Brice
Date:	04/06/2026

Source: View Original Filing on SEC EDGAR