EXHIBIT 4.
Joint Filing Agreement
This will confirm the agreement by in connection with that certain
Schedule 13D to be filed on or about June 30, 1999, with respect to the common
stock, par value $.0625 per share (the "Common Stock"), of UST Corp. (the
"Company") pertaining to the beneficial ownership of shares of such Common Stock
(the "Schedule 13D") by the Reporting Persons thereunder. The undersigned hereby
agree with respect to such filing on Schedule 13D as follows:
(i) No Reporting Person nor any representative of any Reporting Person
makes any representation with respect to, nor bears any responsibility for, any
of the information set forth with respect to any other "person" who or which is
or becomes a party to or a member of any "group" (as such terms are defined and
used in Section 13(g) of the Securities Exchange Act of 1934, as amended, and
Regulation 13D-G promulgated thereunder) for whom or which information is
included in such Schedule 13D.
(ii) Subject to paragraph (i) above, the undersigned hereby confirm the
agreement by and among each of them that the Schedule 13D is being filed on
behalf of each of the parties named below.
This Agreement may be executed in two or more counterparts, each of which
shall be deemed an original, but all of which together shall constitute one and
the same instrument.
Dated: July 1, 1999
CITIZENS FINANCIAL GROUP, INC.
By: /s/ Xxxxxxxx X. Xxxx
----------------------------
Name: Xxxxxxxx X. Xxxx
Title: Executive Vice President
THE ROYAL BANK OF SCOTLAND PLC
By: /s/ Xxxxxx Xxx XxXxxx
----------------------------
Name: Xxxxxx Xxx XxXxxx
Title: Director, Group Legal & Regulatory
Affairs and Group Secretary
THE ROYAL BANK OF SCOTLAND GROUP PLC
By: /s/ Xxxxxx Xxx XxXxxx
----------------------------
Name: Xxxxxx Xxx XxXxxx
Title: Director, Group Legal & Regulatory
Affairs and Group Secretary
SCHEDULE I
CITIZENS FINANCIAL GROUP, INC.
DIRECTORS AND EXECUTIVE OFFICERS
DIRECTORS
---------
1. Xxxxxxxx X. Xxxx
----------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Chairman, President and Chief
Executive Officer,
Citizens Financial Group, Inc.
Citizenship: United States
2. Xxxxx X. Xxxxxxxx
-----------------
Business Address: Textron, Inc.
00 Xxxxxxxxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
Principal Occupation: Chairman, President and Chief
Executive Officer
Textron, Inc.
Citizenship: United States
3. Xxxxxxx X. Xxxxxxxx
-------------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Retired Vice Chairman
Citizens Financial Group, Inc.
Citizenship: United States
4. Xxxxxxx X. Xxxx
---------------
Business Address: New England Development
0 Xxxxx Xxxxxx - Xxxxx 000
Xxxxxx, XX 00000
Principal Occupation: Chairman and Chief Executive Officer
New England Development
Citizenship: United States
5. Sir Xxxxxx Xxxx Xxxxxxxxx
-------------------------
Business Address: The Royal Bank of Scotland Group plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx XX0 0XX
Xxxxxxxx, Xxxxxx Xxxxxxx
Principal Occupation: Group Chief Executive
The Royal Bank of Scotland Group plc
Citizenship: United Kingdom
6. Xxxx X. Xxxxx
-------------
Business Address: R.I. Public Expenditure Council
000 Xxxxxxxx Xxxxxx, Xxxxx 000
Xxxxxxxxxx, XX 00000
Principal Occupation: Executive Director
R.I. Public Expenditure Council
Citizenship: United States
7. Xxx X. Xxxxx
------------
Business Address: 0000 XX Xxxxxxxxxxx Xxxxxx
Xxxxxxxxxx, XX 00000 Ste. 610
Principal Occupation: President and CEO
The Welfare to Workfare Partnership
Citizenship: United States
8. Xxxxxx Xxxxxx
-------------
Business Address: The Royal Bank of Scotland Group plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx XX0 0XX
Xxxxxxxx, Xxxxxx Xxxxxxx
Principal Occupation: Retired Group Finance Director
The Royal Bank of Scotland Group plc
Citizenship: United Kingdom
9. Xxxxxxx X. Xxxxxxxxx
--------------------
Business Address: The Royal Bank of Scotland Group plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx XX0 0XX
Xxxxxxxx, Xxxxxx Xxxxxxx
Principal Occupation: Finance and Risk Director, UK Bank
The Royal Bank of Scotland plc
Citizenship: United Kingdom
10. Xx. Xxxxx X. Xxxxxx
-------------------
Business Address: 00 Xxxxxx Xxxxxx
Xxxxxxxxx, XX 00000
Principal Occupation: President
Radcliffe College
Citizenship: United States
EXECUTIVE OFFICERS
------------------
1. Xxxxxxxx X. Xxxx
----------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Chairman, President and Chief
Executive Officer,
Citizens Financial Group, Inc.
Citizenship: United States
2. Xxxx X. Xxxxxxx
---------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Vice Chairman, Regional Banking
Citizenship: United States
3. Xxxxxx X. Xxxxxxx
-----------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Vice Chairman, Wholesale Banking
Citizenship: United States
4. Xxxxxxx X. Xxxxxxxx
-------------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Vice Chairman, Regional Banking
Citizenship: United States
5. Xxxxxxx Xxxx
------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Executive Vice President, Chief
Information Officer
Citizenship: United States
6. Xxxxxxxxx XxXxxxxx D'Arcy
-------------------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Executive Vice President,
Director of Human Resources
Citizenship: United States
7. Xxxxxxxx X. Xxxx
----------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Executive Vice President
Corporate Strategy & Development
Citizenship: United States
8. Xxxxxxx X. XxXxxxxxxx
---------------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Executive Vice President,
Chief Financial Officer
Citizenship: United States
9. Xxx X. Xxxxx
------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Executive Vice President
Director of Marketing and
Consumer Services
Citizenship: United States
10. Xxxxxxx X. Xxxxxxx
------------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Senior Vice President
Director of Corporate Affairs
Citizenship: United States
11. Xxxxxxx Xxxxxxx
---------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Senior Vice President
Treasurer
Citizenship: United States
12. Xxxxxxx X. Xxxxxx
-----------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Vice President
Auditor
Citizenship: United States
13. Xxxx Xxxxxxxx
-------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Secretary and General Counsel
Citizenship: United States
SCHEDULE II
THE ROYAL BANK OF SCOTLAND PLC
THE ROYAL BANK OF SCOTLAND GROUP PLC
DIRECTORS AND EXECUTIVE OFFICERS
1. Viscount Younger of Xxxxxx
--------------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Chairman
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: United Kingdom
2. Xxx Xxxxx XxXxxxxxx
McGrossart
-------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Vice Chairman
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: United Kingdom
3. Xxx Xxxx Xxxxx Xxxxxx
Xxxxxxxx
---------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Vice Chairman
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: United Kingdom
4. Sir Xxxxxx Xxxx Xxxxxxxxx
-------------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Group Chief Executive
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: United Kingdom
5. Xxxxxxxxx Xxxxxxxx
Xxxxxxx
------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Deputy Group Chief Executive
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: United Kingdom
6. Xxxxxxxx X. Xxxx
----------------
Business Address: Citizens Financial Group, Inc.
Xxx Xxxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Principal Occupation: Chief Executive Officer
Citizens Financial Group, Inc.
Citizenship: United States
7. Xxxxxx Xxxxxx XxXxxxxx
----------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Deputy Chief Executive, UK Bank
Citizenship: United Kingdom
8. Iain Xxxxxx Xxxxxxxxx
---------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Chief Executive Officer, UK Bank
Citizenship: United Kingdom
9. Xxxxxx Xxxxx-Xxxx de
Sautuola y Xxxxxx de
los Xxxx
--------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX Xxxxxxxx
Principal Occupation: Non-executive Director
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: Spain
10. Xxx Xxxxxxxxx Xxxxxxxxx
Xxxxx
-----------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Non-executive Director
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: United Kingdom
11. Alison Xxxxxx Xxxxxx
--- --------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Non-executive Director
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: United Kingdom
12. Xxxxxxx XxXxxxxxx
-----------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Non-executive Director
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: United Kingdom
13. Xxxx Xxxxxxxxx-Xxxxxxxx
-----------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Non-Executive Director
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: Spain
14. Xxxxxxx Xxxxxx Xxxxxx
---------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Non-executive Director
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: United Kingdom
15. Xxxxxxx Xxxxx Xxxxxx
--------------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Non-executive Director
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: United Kingdom
16. Xxxxxx Xxx XxXxxx
-----------------
Business Address: The Royal Bank of Scotland plc
00 Xx. Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
Xxxxxxxx
Principal Occupation: Secretary
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
Citizenship: United Kingdom
