Item Results of Operations and Financial Condition. 2.02.

On January 29, 2020, Santander Consumer USA Holdings Inc. (the "Company") issued a press release announcing financial results for the fourth quarter ended December 31, 2019. Copies of the Company's press release and an investor presentation for the fourth quarter ended December 31, 2019 are attached hereto as Exhibits 99.1 and 99.2, respectively, and incorporated herein by reference.

Note: Information in this report (including Exhibits 99.1 and 99.2) furnished pursuant to Item 2.02 shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section.




Item    Other Events.
8.01.

On January 29, 2020, the Company issued a press release announcing that it intends to commence a "modified Dutch Auction" tender offer to purchase up to $1 billion of shares of its common stock, at a range of between $23 and $26 per share in cash, or such lesser number of shares of its common stock as are properly tendered and not properly withdrawn to the seller. A copy of the press release is filed as Exhibit 99.3 to this report and incorporated herein by reference.




Item    Financial Statements and Exhibits.
9.01.


(d) Exhibits.

 Exhibit
 Number          Description

   99.1            Press Release of Santander Consumer USA Holdings Inc., dated
                 January 29, 2020, relating to fourth quarter financial results

   99.2            Presentation Materials of Santander Consumer USA Holdings Inc.,
                 dated January 29, 2020

   99.3            Press Release of Santander Consumer USA Holdings Inc., dated
                 January 29, 2020, relating to the tender offer

   104           Cover Page Interactive Data File (embedded within the Inline XBRL
                 document)

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