Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

Effective as of January 1, 2021, Josh Baer, the Chief Risk Officer for Santander Consumer USA Holdings Inc. (the "Company") will transition to a new role at the Company, the Head of Pricing and Strategy. In his new role, Mr. Baer will remain on the Company's executive team and continue to report to the Company's Chief Executive Officer.

In connection with his new role, Mr. Baer entered into a letter agreement dated December 2, 2020, with the Company, which sets forth the terms of his employment as Head of Pricing and Strategy (the "Letter Agreement"). Under the Letter Agreement, Mr. Baer's annual base salary will be $750,000, and he will be eligible to receive an annual bonus, with a target annual bonus opportunity of $550,000. Mr. Baer may still be eligible to receive an award under the Special Regulatory Incentive Program ("SRIP") as previously disclosed. Mr. Baer's annual bonus, and any awards under the SRIP, will be paid in a combination of cash (including deferred cash) and restricted stock units.

Item 8.01 Other Events.

On December 2, 2020, the Company issued a press release announcing the appointment of Ramamurthy Lakshmana "RL" Prasad as Chief Risk Officer of the Company, and Mr. Baer as the Head of Pricing and Strategy effective January 1, 2021. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.






(d) Exhibits




Exhibit
  No.       Description

10.1          Letter Agreement dated December 2, 2020, between Santander Consumer
            USA Holdings Inc. and Josh Baer.

99.1          Press Release of Santander Consumer USA Holdings Inc., dated
            December 2, 2020.

104         Cover page formatted as Inline XBRL and contained in Exhibit 101.

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