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~[E R - ~~W [Em Annual Report of Holding Companies-FRY M ~Y 1 9 2016 ~

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~[E R - ~~W [Em Annual Report of Holding Companies-FRY M ~Y 1 9 2016 ~ FR Y-6 OMB Number 7100-0297 Approval expires September 30. 2018 Page 1of2 Board of Governors of the Federal Reserve System ~[E r - ~~w [Em Annual Report of Holding Companies-FRY M ~Y 1 9 2016 ~ By Report at the close of business as of the end of fiscal year This Report is required by law: Section 5(c)(1 )(A) of the Bank This report form is to be filed by all top-tier bank holding compa­ Holding Company Act (12 U.S.C. § 1844 (c)( 1)(A)); Section 8(a) nies and top-tier savings and loan holding companies organized of the International Banking Act (12 U.S.C. § 3106(a)); Section s under U.S. law, and by any foreign banking organization that 11 (a)( 1), 25 and 25A of the Federal Reserve Act (12 U.S.C. does not meet the requirements of and is not treated as a qualify­ §§ 248(a)(1), 602 , and 61 1a) ; Section 211 .13(c) of Regulation K ing foreign banking organization under Section 211 .23 of (12 C.F.R. § 211 .13(c)); and Section 225.5(b) of Regulation Y (12 Regulation K (1 2 C.F.R. § 211 .23 ). (See page one of the general C.F.R. § 225.5(b)) and section 10(c)( 2)(H ) of the Home Owners' instructions for more detail of who must file.) The Federal Loan Act. Return to the appropriate Federal Reserve Bank the Reserve may not conduct or sponsor, and an organization (or a origina l and the number of copies specified . person ) is not required to respond to, an information collection unless it displays a currently valid OMB control number. NOTE: The Annual Report of Holding Companies must be signed Date of Re port (top-tier holding company's fiscal year-end ): by one director of the top-tier holding company. This individual December 31, 2015 should also be a senior official of the top-tier holding company. In Month I Day I Year the event that the top-tier holding company does not have an individual who is a senior official and is also a director, the chair­ N/A man of the boa rd must sign the report. Reporte(s Legal Entity Identifier (LEI) (20-Character LEI Code) 1, Greg Littleton Reporter' s Name, Street, and Mailing Address Name of the Holding Company Director and Official Citizens Banking Corp oration President/CEO Legal Title of Holding Company ntle of the Holding Company Director and Official 2 East Wall Street attest that the Annual Report of Holding Companies (including (Mailing Address of the Holding Company) Street I P.O. Box the supporting attachments) for this report date has been pre­ pared in conformance with the instructions issued by the Federal Frostproof _F_L_____ 33843 Reserve System and are true and correct to the best of my City State Zip Code knowledge and belief. N/f\ . With respect to information regarding individuals contained in this Physical Location (if different from mailing address) report, the Reporter certifies that it has the authority to provide this information to the Federal Reserve. The Reporter also certifie s Person to whom questions about th is report should be directed : that it has the authority, on behalf of each individual, to consent or Heather Ericksen Staff Accountant object to public release of information regarding that individual. Name Title The Federal Reserve may assume, in the absence of a request for 863-676-7331 238 confidential treatment submitted in accordance with the Board's Area Code I Phone Number I Extension "Rules Regarding Availability of In form ation," 12 C.F.R. Part 261, 863-679-2360 that the Reporter fil1.d. individual consent to public release of all details in the port concerni that individual. Area Code I FAX Nu mber [email protected] E-mail Address www.citizens-bank.com Address (URL) for the Holding Company' s web page Date of Signature Does the reporter request confidential treatment for any portion of this For holding companies illl1. registered with the SEC- submission? Indicate status of Annual Report to Shareholders: @ is included with the FR Y-6 report 0 Yes Please identify the report items to which this request applies: 0 will be sent under separate cover 0 is not prepared O In accordance with the instructions on pag es GEN-2 and 3, a letter justifying the req uest is being provided. For Federal Reserve Bank Use On ly O The information for which confidential treatment is sought is being submitted separately labeled "Confidential. " RSSDID ~~bb WJ<} C.I. ~N o Public reportin g burden for this information collection is estimated to vary from 1.3 to 101 hours per response . with an average of 5.25 hours per response. including time _to gathe_r and maintain data in the required form and to review instructions and complete the information collection. Send co mments regarding this burden estimate or any other aspect of this collection of information. including suggestions for reducing this burden to: Secretary, Board of Governors of the Federal Reserve System. 20th and C Stree ts, NW, Washington . DC 20551 . and to the Office of Management and Budget, Paperworl< Red uction Project (7100-0297). Washington. DC 20503. 121201 5 Form FRY- 6 Citizens Banking Corporation Frostproof, Florida Fiscal Year Ending December 31, 2015 Report Item: 1: a. The BHC is not required to prepare form lOK with the SEC. 1: b. The BHC does prepa re an annual report for its shareholders. Enclosed are two copies of the annual report. 2: Organization Chart Citizens Banking Corporation LEI: N/A Frostproof, Florida Incorporated in Florida 100% 100% Frostproof Statuatory Trust I Citizens Bank and Trust Frostproof Fixed Statuatory Trust I LEI : N/A LEI : N/A LEI: N/A Frostproof, Florida Frostproof, Florida Incorporated in Florida Incorporated in Florida 100% 100% Citizens Financial Group, LLC Ridge Security Title, Inc. LEI: N/A LEI : N/A Lake Wales, Florida Ha ines City, Florida lncor orated in Florida lncor orated in Florida 100% 100% RR-ML, LLC WH -LP DEVCO, LLC LE I: N/A LEI : N/A Lake Wales, Florida Lake Wales, Florida lncor orated in Florida lncor orated in Florida NR - Ownership % not reportable on FRY - 10 WH-LP Devco, LLC is a holding of one OREO property RR-ML, LLC is not currently in use Result.I : A list of branches for your depository lns1l1utlon: ;:T:~f-~.;·; i'""~< .\h,p~ Tklr:·.• ;==~ ~..;<:.n: ::•1ll~: !. This depository Institution Is held by 'IZ!'•· t•-~t;t.•';(, lO?i'Qi\t;rtc•N r '?•X:• ~F.1J vi f·~O'.>Tf'>l\'VJI n. The data are u of l:fft;:·~tl!~.. Data reflects information that w as received and processed t hrough OJ /c·1;;;.:1:,;. / Reconciliation and Verification Steps l. In the O.ta Action column of each branch row , enter one or more of the 1ct1ons specified below 2. If 1equired, enter !he date In the Effective Date column. Ck . If the branch Information Is corr~ . enter ,-;;.. in the O.t1 Action column. O..ntt• If the branch Information ls Incorrect or incomplete, revise the data, enter ·;~,a~,8>!' In the 0.ta Action column and the date when this Information firs! bee.a me valid in the Effective Date column. dun: If a branch listed was sold or dosed, enter '(!:1~-:- In the Data. Action column and t he sale or closure date In ! he Effective D1te column. Oe-lettt· If a branch listed WH never owned by this deposllory Institution, enter ·r.~~!c"..c In the D11t1 Actlon column. Add. If 1 reportable br•nch Is mlssina, Insert a row. add the b~nch data, and enter '"-Jd' in the Data Action column and the opening or acquls1tlon date fn the Effecti '<"I! D•le column, 1f printing this list, you may nttd to •d1ust your page setup In MS Ellcel. Try using l11ndscape orientation, page scallng. •nd/or le&•I sited p11per. Submission Procedure When you are finished, send a saved copy to your FRB contact See the detailed Instructions on this site for more Informat ion If you are e·millllng !his to your FRBcontact, put your institution name, City and Stilte in the subject line of lhe ~mail Note: To satisfy the FR Y· lO reportint requirementl , you must also submit FR Y-10 Domestic Branch Schedules for each branch w it h a Data Action of ~ C<: , :.'.l::Hc, ""'~'·,or :.~•1. The FR Y-10 report may be submitted In a hilrdcopy format or via the FR Y·lO Online 1ppllcatlon • https:J/ylOonllne federatreserve.gov. 4 FDIC UNINUM, Office Number, and IO_RSSD columns o1re for reference only. Verification of these values is not required. OataAcllon Ertectlve Date Branth Service Type: Branch 10 RSSD• Popul.rN•me St~et Addren Oty State Zipc.od• Countv Countrv FDIC UNINUM• Offk e Number• H••dotfiu Head Off'lce ID Rsso• Comment.I OK Full Service !Head Office) 701839 CITIZENS BANIC AN D TRUST 2 EAST WALL STREET FROSTPROOf FL 33843 POLK UNITED STATES 3859 D CITIZENS BANK AND TRUST 701839 OK Full Servla: 3743746 AUBURNDALE BRANCH 211 HAVENDALE BLVD AUBURNDALE FL 33823 POLK UNITED STA TES 448823 13 CJTIZENS BANK AND TRUST 701839 OK Full Service 3920976 BARTOllV BRANCH 1450 N BROADWAY AVENUE BARTOW FL 33830 POLK UNITED STATES 478943 18 OTIZENS BANK AND TRUST 7D1839 OK Full Service 904032 DUNDEE BRANCH 1013STATE ROAD 542 WEST DU NDEE FL 33838 POLK UNITED STATES 253715 9 CITIZENS BANK AND TRUST 701839 OK Full Service 701138 OR I VE ·IN FACILITY 14 SOUTH SCENIC HIGHWAY FROSTPROOF FL 33843 POLK UNITED STATES Nol Required Nol Required CITIZENS BANK AND TRUST 7D1839 OK Full Service 3743782 HAINES CITY BRANCH 362SO HIGHWAY 27 HAINES CITY FL 33844 POLK UNITED STATES 361664 5 CITIZENS BANK AND TRUST 7D1839 OK Full Service 3743755 CHALET BRANCH 23725 HIGHWAY 27 LAKE WALES FL 33859 POLK UNITED STATES 441355 12 CITIZENS BANK AND TRUST 701839 OK Fult5ervice 873334 lAKE WALES BRANCH 222 STATE ROAD 60 EAST LAKE WALES fl 33853 POLK UNITED STATES 15188 6 CITIZENS BANK AND TRUST 701839 OK Full Service 3743764 DOWNTOWN
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