10-K/A

 UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

 FORM
 / A

 Amendment No. 1

 (Mark One)

 Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 For the fiscal year ended December 31, 2024

 OR

 Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 For the transition period from

to

 Commission File Number 001-34108

 DIGIMARC CORPORATION

 (Exact name of registrant as specified in its charter)

 Oregon

 26-2828185

 (State or other jurisdiction of

 incorporation or organization)

 (I.R.S. Employer

 Identification No.)

 8500 SW Creekside Place, Beaverton, Oregon 97008

 (Address of principal executive offices) (Zip Code)

 ( 503) 469-4800

 (Registrant's telephone number, including area code)

 Securities registered pursuant to Section 12(b) of the Act:

 Title of Each Class

 Trading Symbol

 Name of Each Exchange on Which Registered

 Common Stock, $0.001 Par Value Per Share

 DMRC

 The NASDAQ Stock Market LLC

 Securities registered pursuant to Section 12(g) of the Act: NONE

 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No
 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No
 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No
 Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T
 during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No
 Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated
 filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2
 of the Exchange Act.

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging growth company

 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
 If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
 Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §
 240.10D-1(b).

 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2
 of the Exchange Act). Yes No
 The aggregate market value of common stock, par value $0.001 per share, held by non-affiliates
 of the registrant, based on the closing price of our common stock on the Nasdaq Global Market on the last business day of the registrant's most recently completed fiscal second quarter (June 30, 2024), was approximately $ 539 million. Shares of common stock beneficially held by each officer and director have been excluded from this computation because these persons may be deemed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for any other purposes.
 As of February 21, 2025, 21,548,579 shares of the registrant's common stock were outstanding.
 DOCUMENTS INCORPORATED BY REFERENCE

 Portions of the registrant's proxy statement pursuant to Regulation 14A (the "Proxy Statement") for its 2025 annual meeting of shareholders are incorporated by reference into Items 10, 11, 12, 13 and 14 of Part III of this Annual Report on Form 10-K.
 The registrant intends to file the Proxy Statement not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.

 Auditor Name: KPMG LLP

 Auditor Location: Portland, Oregon

 Auditor Firm ID: 185

 EXPLANATORY NOTE

 Digimarc Corporation (the "Company") is filing this Amendment No. 1 on Form 10-K/A
 (this "Amendment") to amend the Company's Annual Report on Form 10-K
 for the fiscal year ended December 31, 2024 (the "Original Filing"), which was originally filed with the U.S. Securities and Exchange Commission (the "SEC") on February 27, 2025 (the "Original Filing Date"). The sole purpose of this Amendment is to supplement the Exhibits contained in Item 15(a)(3) of the Original Filing to include Exhibit 19, Insider Trading Policy, under Section 12 of the Securities Exchange Act of 1934, as amended, which was inadvertently omitted in the Original Filing.
 This Amendment is an exhibit-only filing. Except as described above, no changes have been made to the Original Filing and this Amendment does not modify, amend, or update in any way any of the financial or other information contained in the Original Filing. This Amendment does not reflect events that may have occurred subsequent to the Original Filing Date. Accordingly, this Amendment should be read in conjunction with the Original Filing and the Company's other filings with the SEC.
 Pursuant to Rule 12b-15
 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), currently dated certifications are filed herewith as exhibits to this Amendment pursuant to Rule 13a-14(a)
 or 15d-14(a)
 of the Exchange Act under Item 15 of Part IV hereof. Because no financial statements have been included in this Amendment and this Amendment does not contain any disclosure with respect to Items 307 and 308 of Regulation S-K,
 paragraphs 3, 4, and 5 of the certifications have been omitted. Similarly, because no financial statements have been included in this Amendment, certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 have been omitted.

 ITEM 15: EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
 (a)(3) Exhibits
 EXHIBIT INDEX
 The agreements included or incorporated by reference as exhibits to this report may contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other party or parties to the applicable agreement and:

 •

 were not intended to be treated as categorical statements of fact, but rather as a means of allocating the risk to one of the parties if those statements prove to be inaccurate;

 •

 were qualified by disclosures that were made to the other party or parties in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;

 •

 may apply standards of "materiality" that are different from "materiality" under the securities laws; and

 •

 were made only as of the date of the applicable agreement or other date or dates that may be specified in the agreement.

 Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time. Additional information about Digimarc may be found elsewhere in this Annual Report on Form 10-K and in Digimarc's other public filings, which are available without charge through the SEC's website at

 Exhibit
 Number

 Exhibit Description

 2.1

 Separation Agreement among DMRC Corporation, DMRC LLC, Digimarc Corporation and, with respect to certain sections, L-1 Identity Solutions, Inc. (incorporated by reference to Exhibit 2.1 to Amendment No. 2 to the Company's Registration Statement on Form 10, filed with the Commission on August 13, 2008 (File No. 001-34108))

 2.2

 Agreement and Plan of Merger dated April 30, 2010 between Digimarc Corporation, a Delaware corporation, and Digimarc Oregon Corporation, an Oregon corporation (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K, filed with the Commission on May 4, 2010 (File No. 001-34108))

 2.3

 Share Purchase Agreement dated November 15, 2021 between Digimarc Corporation, an Oregon corporation, and EVRYTHNG Limited, a company incorporated and registered in England, the sellers party thereto, and Fortis Advisors LLC, a Delaware limited liability company (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K, filed with the Commission on January 4, 2022 (File No. 001-34108))

 3.1

 Articles of Incorporation of Digimarc Corporation (incorporated by reference to Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on October 30, 2020 (File No. 001-34108))

 3.2

 Bylaws of Digimarc Corporation (incorporated by reference to Exhibit 3.2 to the Company's Current Report on Form 8-K, filed with the Commission on May 4, 2010 (File No. 001-34108))

 4.1

 Specimen common stock certificate of Digimarc Corporation (incorporated by reference to Exhibit 4.1 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on July 25, 2014 (File No. 001-34108))

 4.2

 Description of Securities (incorporated by reference to Exhibit 4.2 to the Company's Annual Report on Form 10-K, filed with the Commission on February 27, 2020 (File No. 001-34108))

 4.3

 Warrant Agency Agreement, dated January 3, 2022, between Digimarc Corporation and Broadridge Corporate Issuer Solutions, Inc. (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed with the Commission on January 4, 2022 (File No. 001-34108))

 10.1

 License Agreement, dated as of August 1, 2008, between DMRC Corporation and L-1 Identity Solutions Operating Company (incorporated by reference to Exhibit 10.2 to Amendment No. 4 to the Company's Registration Statement on Form 10, filed with the Commission on October 2, 2008 (File No. 001-34108))(1)

 10.2

 Counterfeit Deterrence System Development and License Agreement Amendment, dated December 1, 2022, and effective January 1, 2023, between Digimarc Corporation and Bank for International Settlements (incorporated by reference to Exhibit 10.3 to the Company's Annual Report on Form 10-K, filed with the Commission on March 2, 2023 (File No. 001-34108))

 *10.3

 Digimarc Corporation 2008 Incentive Plan, as amended (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on April 25, 2014 (File No. 001-34108))

 *10.4

 Form of Indemnification Agreement between Digimarc Corporation and each of its executive officers and directors (incorporated by reference to Exhibit 10.1 to Digimarc Corporation's Annual Report on Form 10-K, as filed by Digimarc Corporation with the Securities and Exchange Commission on March 13, 2006 (File No. 000-28317))

 *10.5

 Form of Change of Control Retention Agreement entered into by and between Digimarc Corporation and Mr. Meyer (incorporated by reference to Exhibit 10.6 to the Company's Annual Report on Form 10-K, filed with the Commission on February 22, 2019 (File No. 001-34108))

 10.6

 Patent License Agreement, dated as of June 11, 2009, between Digimarc Corporation and The Nielsen Company (US), LLC (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on July 31, 2009 (File No. 001-34108))(2)

 10.7

 Limited Liability Company I Agreement, dated June 11, 2009, between Digimarc Corporation and The Nielsen Company (US), LLC (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on July 31, 2009 (File No. 001-34108))(2)

 10.8

 Limited Liability Company II Agreement, dated June 11, 2009 between Digimarc Corporation and The Nielsen Company (US), LLC (incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on July 31, 2009 (File No. 001-34108))(2)

 10.9

 Lease Agreement, dated March 22, 2004, between Digimarc Corporation and PS Business Parks, L.P., as amended on May 13, 2010 (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on July 30, 2010 (File No. 001-34108))

 10.10

 Second Amendment to Lease, dated July 31, 2015, between PD Office Owner 9, L.P. and Digimarc Corporation (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on October 30, 2015 (File No. 001-34108))

 10.11

 Patent Rights Agreement, dated October 5, 2010, between Digimarc Corporation and IV Digital Multimedia Inventions, LLC (incorporated by reference to Exhibit 10.14 to the Company's Annual Report on Form 10-K, filed with the Commission on March 3, 2011 (File No. 001-34108))

 *10.12

 Digimarc Corporation 2018 Incentive Plan, as amended (incorporated by reference to Appendix A of the Company's Definitive Proxy Statement on Schedule 14A, filed with the Commission on March 28, 2023 (file No. 001-34108))

 *10.13

 Equity Compensation Program for Non-Employee Directors Under the Digimarc 2018 Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on August 8, 2023 (File No. 001-34108))

 10.14

 Grant-Back License Agreement, dated October 5, 2010, between Digimarc Corporation and IV Digital Multimedia Inventions, LLC (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on May 2, 2019 (File No. 001-34108)) (5)

 10.15

 Amendment No. 1 to Equity Distribution Agreement, dated August 6, 2020, between Digimarc Corporation and Wells Fargo Securities, LLC (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on October 30, 2020 (File No. 001-34108))

 *10.16

 Employment Agreement, effective as of August 10, 2020, between Digimarc Corporation and Bruce Davis (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed with the Commission on August 14, 2020 (File No. 001-34108))

 10.17

 Subscription Agreement, dated September 29, 2020, between the Company and TCM Strategic Partners L.P. (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed with the Commission on September 29, 2020 (File No. 001-34108))

 10.18

 Registration Rights Agreement, dated September 29, 2020, between the Company and TCM Strategic Partners L.P. (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K, filed with the Commission on September 29, 2020 (File No. 001-34108))

 10.19

 Work Agreement, dated October 5, 2010, by and among Digimarc Corporation, Invention Law Group, P.C. and IV Digital Multimedia Inventions, LLC (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on April 29, 2021 (File No. 001-34108)) +

 *10.20

 Separation Agreement and General Release, dated April 12, 2021, between Digimarc Corporation and Bruce Davis (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on April 29, 2021 (File No. 001-34108))

 *10.21

 Employment Agreement, dated April 12, 2021, between Digimarc Corporation and Riley McCormack (incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on April 29, 2021 (File No. 001-34108))

 *10.22

 Amendment No. 1 to Employment Agreement, dated as of February 27, 2023, between Digimarc Corporation and Riley McCormack (incorporated by reference to Exhibit 10.25 to the Company's Annual Report on Form 10-K, filed with the Commission on February 29, 2024 (File No. 001-34108))

 *10.23

 Separation Agreement and General Release, dated December 28, 2021, between Digimarc Corporation and Robert Chamness (incorporated by reference to Exhibit 10.24 to the Company's Annual Report on Form 10-K, filed with the Commission on March 7, 2022 (File No. 001-34108))

 10.24

 Sublease Agreement, dated February 4, 2022, by and between Fiserv Solutions, LLC and Digimarc Corporation (incorporated by reference to Exhibit 10.25 to the Company's Annual Report on Form 10-K, filed with the Commission on March 7, 2022 (File No. 001-34108))

 10.25

 Lease Extension Agreement, dated February 4, 2022, between Portland 1 LLC and Digimarc Corporation (incorporated by reference to Exhibit 10.26 to the Company's Annual Report on Form 10-K, filed with the Commission on March 7, 2022 (File No. 001-34108))

 *10.26

 Form of Change of Control Retention Agreement entered into between Digimarc Corporation and Mr. Meyer incorporated by reference to Exhibit 10.27 to the Company's Annual Report on Form 10-K, filed with the Commission on March 7, 2022 (File No. 001-34108))

 *10.27

 Digimarc Corporation Short-Term Incentive Plan (incorporated by reference to Exhibit 10.30 to the Company's Annual Report on Form 10-K, filed with the Commission on February 29, 2024 (File No. 001-34108))

 *10.28

 Consulting Agreement, entered into as of January 9, 2024, by and between the Company and Andrew Walter (incorporated by reference to Exhibit 10.31 to the Company's Annual Report on Form 10-K, filed with the Commission on February 29, 2024 (File No. 001-34108))

 10.29

 Form of Common Stock Purchase Agreement, dated February 24, 2024 (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed with the Commission on February 26, 2024 (File No. 001-34108))

 *10.30

 Form of Executive Retention Agreement entered into between Digimarc Corporation and each of Ms. Quinn and Messrs. Beck, Benton, Karamanos, Rodriguez, and Sickles (incorporated by reference to Exhibit 10.30 to the Company's Annual Report on Form 10-K, filed with the Commission on February 27, 2025 (File No. 001-34108))

 *10.31

 Executive Retention Agreement entered into between Digimarc Corporation and Mr. McCormack (incorporated by reference to Exhibit 10.31 to the Company's Annual Report on Form 10-K, filed with the Commission on February 27, 2025 (File No. 001-34108))

 10.32

 Counterfeit Deterrence System Development and License Agreement, dated as of December 6, 2012, between Digimarc Corporation and the Bank for International Settlements (incorporated by reference to Exhibit 10.32 to the Company's Annual Report on Form 10-K, filed with the Commission on February 27, 2025 (File No. 001-34108))+

 19.1

 Insider Trading Policy

 21.1

 List of Subsidiaries

 23.1

 Consent of Independent Registered Public Accounting Firm

 31.1

 Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer

 31.2

 Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer

 32.1

 Section 1350 Certification of Chief Executive Officer

 32.2

 Section 1350 Certification of Chief Financial Officer

 Digimarc Corporation Incentive Compensation Recovery Policy

 101.INS

 101.SCH

 101.CAL

 101.DEF

 101.LAB

 101.PRE

 *

 Management contract or compensatory plan or arrangement.

 Schedules and certain exhibits to this agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K. Digimarc hereby undertakes to furnish to the Securities and Exchange Commission (the "Commission") copies of the omitted schedules and exhibits upon request by the Commission.

 +

 Certain identified portions of this exhibit have been omitted in accordance with Item 601(b)(10)(iv) of Regulation S-K.

 (1)

 Confidential treatment has been granted for certain portions omitted from this exhibit pursuant to an order granted by the Commission on October 21, 2008, under Rule 24b-2 of the Securities Exchange Act of 1934, as amended. Confidential portions of this exhibit have been separately filed with the Securities and Exchange Commission.

 (2)

 Confidential treatment has been granted for certain portions omitted from this exhibit pursuant to an order granted by the Commission on September 10, 2009, under Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Confidential portions of this exhibit have been separately filed with the Securities and Exchange Commission.

 (3)

 Confidential treatment has been granted for certain portions omitted from this exhibit pursuant to an order granted by the Commission on May 6, 2016, under Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Confidential portions of this exhibit have been separately filed with the Securities and Exchange Commission.

 (4)

 Confidential treatment has been granted for certain portions omitted from this exhibit pursuant to an order granted by the Commission on September 3, 2013, under Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Confidential portions of this exhibit have been separately filed with the Securities and Exchange Commission.

 (5)

 Confidential treatment has been requested for certain portions omitted from this exhibit pursuant to Rule 24b-2 under the Exchange Act. Confidential portions of this exhibit have been separately filed with the SEC.

 SIGNATURES
 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 DIGIMARC CORPORATION

 Date: March 26, 2025

 By:

 / S / C HARLES B ECK

 Charles Beck
 Title: Chief Financial Officer


UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

 FORM 10-K

 (Mark One)

 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the fiscal year ended December 31, 2024.

 or

 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period
from to

 Fifth Third
Auto Trust 2023-1
 (Exact name of issuing entity as specified in its charter)

 Commission File Number of Issuing Entity: 333-267774-01

 Central Index Key Number of Issuing Entity: 0001986424

 Fifth Third Holdings Funding, LLC

 (Exact name of depositor as specified in its charter)

 Commission
File Number of Depositor: 333-267774
 Central Index Key Number of Depositor: 0001405332

 Fifth Third Bank, National Association

 (Exact name of sponsor as specified in its charter)

 Central Index
Key Number of Sponsor: 0000035528
 Delaware

 (State or other jurisdiction of incorporation or organization of the issuing entity)

 36-7706841

 (I.R.S. Employer Identification No. of issuing entity)

 c/o Fifth Third Holdings Funding, LLC

 6111 North River Road

 Rosemont, Illinois
 60018

 (847) 354-7341

 (Address and telephone number of principal executive office of issuing entity)

 Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

 Title of each class

 Trading

 Symbol(s)

 Name of each exchange

 on which registered

 None

 None

 None

 Securities registered pursuant to Section 12(g) of the Securities Exchange Act of 1934: None

 Indicate by check mark if the registrant is a well-known seasoned issuer (as defined in Rule 405 of the Securities
Act). Yes No
 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13
or Section 15(d) of the Securities Exchange Act. Yes No
 Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days. Yes No
 Indicate by check mark
whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulations S-T (§ 232.405) during the preceding 12 months (or for such
shorter period that the registrant was required to submit such files). Yes No
 Indicate by check mark whether the
registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer,"
"accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large accelerated filer:

 Accelerated filer:

 Non-accelerated filer:

 Smaller reporting company:

 Emerging growth company:

 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 Indicate
by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.
7262(b)) by the registered public accounting firm that prepared or issued its audit report.
 If securities are registered pursuant to
Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

 Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by
any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).

 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act). Yes No
 State the aggregate market value of the voting and
 non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such
common equity, as of the last business day of the registrant's most recently completed second fiscal quarter.
 Registrant does not have any voting
or non-voting common equity outstanding held by non-affiliates, has not been involved in bankruptcy proceedings during the past five years and is not a corporate
registrant.
 Documents Incorporated by Reference. See Exhibit Index.

 THE FOLLOWING ITEMS HAVE BEEN OMITTED IN ACCORDANCE WITH GENERAL INSTRUCTION J TO FORM 10-K:

 (a)

 Item 1. Business.

 (b)

 Item 1A. Risk Factors and Item 1C. Cybersecurity.

 (c)

 Item 2. Properties.

 (d)

 Item 3. Legal Proceedings.

 Item 1B.

 Unresolved Staff Comments.

 Item 4.

 Mine Safety Disclosures.

 THE FOLLOWING ITEMS HAVE BEEN OMITTED IN ACCORDANCE WITH GENERAL INSTRUCTION J TO FORM 10-K:

 Item 5.

 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities.

 Item 6.

 [Reserved.]

 Item 7.

 Management's Discussion and Analysis of Financial Condition and Results of Operations.

 Item 7A.

 Quantitative and Qualitative Disclosures about Market Risk.

 Item 8.

 Financial Statements and Supplementary Data.

 Item 9.

 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

 Item 9A.

 Controls and Procedures.

 Item 9B.

 Other Information.

 None.

 Item 9C.

 Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

 THE FOLLOWING ITEMS HAVE BEEN OMITTED IN ACCORDANCE WITH GENERAL INSTRUCTION J TO FORM 10-K:

 Item 10.

 Directors, Executive Officers and Corporate Governance.

 Item 11.

 Executive Compensation.

 Item 12.

 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

 Item 13.

 Certain Relationships and Related Transactions, and Director Independence.

 Item 14.

 Principal Accountant Fees and Services.

 Item 15.

 Exhibits And Financial Statement Schedules.

 (a)

 (1) Not Applicable.

 (2)

 Not Applicable.

 (3)

 The exhibits filed in response to Item 601 of Regulation S-K are listed
in Item 15(b) below.

 (b)

 The exhibits filed in response to Item 601 of Regulation S-K are listed
below and either included or incorporated by reference as indicated:

 EXHIBIT INDEX

 Exhibit 3.1

 Certificate of Formation for Fifth Third Holdings Funding, LLC ("Fifth Third Funding") (filed as Exhibit 3.1 to Form SF-3 of Fifth Third Funding, filed on May 16, 2016 (No. 333-267774)).*

 Exhibit 3.2

 Limited Liability Company Agreement of Fifth Third Funding (filed as Exhibit
3.2 to Form SF-3 of Fifth Third Funding, filed on May 16, 2016 (No. 333-267774)).*

 Exhibit 4.1

 Indenture, dated as of August
23, 2023, between the Issuing Entity and Wilmington Trust, National Association, as indenture trustee (the "Indenture Trustee") (filed as Exhibit 4.1 to Form
8-K filed by Fifth Third Funding and the Issuing Entity on August 24, 2023).*

 Exhibit 10.1

 Receivables Sale Agreement, dated as of August
23, 2023, between Fifth Third, as seller, and Fifth Third Holdings, LLC, as purchaser (filed as Exhibit 10.1 to Form 8-K filed by Fifth Third Funding and the Issuing Entity on August 24, 2023).*

 Exhibit 10.2

 Purchase Agreement, dated as of August
23, 2023, between Fifth Third Holdings, LLC, as seller, and Fifth Third Funding, as purchaser (filed as Exhibit 10.2 to Form 8-K filed by Fifth Third Funding and the Issuing Entity on August
24, 2023).*

 Exhibit 10.3

 Sale Agreement, dated as of August
23, 2023, between Fifth Third Funding, as seller, and the Issuing Entity, as purchaser (filed as Exhibit 10.3 to Form 8-K filed by Fifth Third Funding and the Issuing Entity on August 24, 2023).*

 Exhibit 10.4

 Servicing Agreement, dated as of August
23, 2023, among Fifth Third, as servicer, the Issuing Entity and the Indenture Trustee (filed as Exhibit 10.4 to Form 8-K filed by Fifth Third Funding and the Issuing Entity on August 24, 2023).*

 Exhibit 10.5

 Administration Agreement, dated as of August
23, 2023, among Fifth Third, the Issuing Entity and the Indenture Trustee (filed as Exhibit 10.5 to Form 8-K filed by Fifth Third Funding and the Issuing Entity on August 24, 2023).*

 Exhibit 10.6

 Second Amended and Restated Trust Agreement, dated as August
23, 2023, among Fifth Third Funding and U.S. Bank Trust National Association, as owner trustee (filed as Exhibit 10.6 to Form 8-K filed by Fifth Third Funding and the Issuing Entity on August 24, 2023).*

 Exhibit 10.7

 Asset Representations Review Agreement, dated as of August
23, 2023, among the Issuing Entity, Fifth Third, as servicer, and Clayton Fixed Income Services LLC, as asset representations reviewer (filed as Exhibit 10.7 to Form
8-K filed by Fifth Third Funding and the Issuing Entity on August 24, 2023).*

 Exhibit 31.1

 Certification of the senior officer in charge of securitization of Fifth Third Funding, as depositor, pursuant to Rule 15d-14(d).

 Exhibit 33.1

 Report on Assessment of Compliance with Servicing Criteria of Fifth Third Bank, National Association.

 Exhibit 33.2

 Report on Assessment of Compliance with Servicing Criteria of the Indenture Trustee.

 Exhibit 34.1

 Attestation Report on Assessment of Compliance with Servicing Criteria of Deloitte and Touche LLP on behalf of Fifth Third.

 Exhibit 34.2

 Attestation Report on Assessment of Compliance with Servicing Criteria of PricewaterhouseCoopers LLP on behalf of the Indenture Trustee.

 Exhibit 35.1

 Servicing Compliance Statement of Fifth Third.

 *

 Incorporated by reference.

 (c)

 None.

 Item 16.

 Form 10–K Summary.

 SUBSTITUTE INFORMATION PROVIDED IN
ACCORDANCE WITH GENERAL INSTRUCTION J(2) TO FORM 10-K:
 Item 1112(b) of Regulation AB: Significant
Obligors of Pool Assets (Financial information).

 Item 1114(b)(2) of Regulation AB: Credit Enhancement and Other Support, Except for Certain Derivatives Instruments (Financial information).

 Item 1115(b) of Regulation AB: Certain
Derivatives Instruments (Financial information).

 Item 1117 of Regulation AB: Legal proceedings.
 No
legal proceedings are pending against any of Fifth Third Bank, National Association, a national banking association ("Fifth Third") (in its capacity as an originator contemplated by Item 1110(b) of Regulation AB (the
"Originator"), in its capacity as sponsor (the "Sponsor"), in its capacity as servicer (the "Servicer") and in its

capacity as administrator (the "Administrator") of Fifth Third Auto Trust 2023-1 (the "Issuing Entity")), Fifth Third Holdings, LLC, as
seller (the "Seller"), Fifth Third Holdings Funding, LLC (the "Depositor"), Wilmington Trust, National Association (the "Indenture Trustee"), U.S. Bank Trust National Association (the "Owner Trustee"), the
Issuing Entity, or of which any property of the foregoing is subject, that are material to holders of the asset-backed notes (the "Notes") or asset-backed certificates (the "Certificates"), and no such proceedings are known to be
contemplated by governmental authorities.
 Item 1119 of Regulation AB: Affiliations and Certain Relationships and Related Transactions.

 The information required by Item 1119 of Regulation AB has been previously reported and has been omitted from this report on Form 10-K in reliance on the Instruction to Item 1119.
 Item 1122 of Regulation AB: Compliance with Applicable
Servicing Criteria.
 Fifth Third and the Indenture Trustee (collectively, the "Servicing Parties") have each been identified by the
registrant as parties participating in the servicing function with respect to the asset pool held by the Issuing Entity. Each of the Servicing Parties has completed a report on an assessment of compliance with the servicing criteria set forth in
paragraph (d) of Item 1122 of Regulation AB applicable to it (each, a "Servicing Assessment Report"), which Servicing Assessment Reports are attached as exhibits to this Form 10-K. In
addition, each of Fifth Third and the Indenture Trustee has provided an attestation report (each, an "Attestation Report") by a registered public accounting firm, which reports are also attached as exhibits to this Form 10-K. None of the Servicing Assessment Reports prepared by Fifth Third or the Indenture Trustee, and none of the related Attestation Reports, has identified any material instance of noncompliance with the servicing
criteria applicable to the respective Servicing Party.
 Item 1123 of Regulation AB: Servicer Compliance Statement.

 Fifth Third has completed a statement of compliance with applicable servicing criteria (a "Compliance Statement") signed by an authorized officer of
Fifth Third and such Compliance Statement is attached as Exhibit 35.1 to this Form 10-K.
 Supplemental
Information to be Furnished With Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act.

 No annual report or proxy materials have been sent to security holders and no such report or proxy materials are to be furnished to security holders subsequent
to the filing of this Annual Report on Form 10-K.

 SIGNATURES

 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.
 Date: March 26, 2025

 FIFTH THIRD HOLDINGS FUNDING, LLC, as Depositor

 By:

 /s/ Brennen Willingham

 Name:

 Brennen Willingham

 Title:

 President

 (senior officer in charge of securitization)


UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

 FORM 10-K

 (Mark One)

 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the fiscal year ended December 31, 2024.

 or

 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from to
.

 SANTANDER
DRIVE AUTO RECEIVABLES TRUST 2023-3
 (Exact name of issuing entity as specified in its
charter)

 Commission file number of the issuing entity: 333-261901-10

 Central Index Key Number of issuing entity: 0001982819

 SANTANDER DRIVE AUTO RECEIVABLES LLC

 (Exact name of depositor as specified in its charter)

 Commission file number of depositor: 333-261901

 Central Index Key Number of depositor: 0001383094

 SANTANDER CONSUMER USA INC.

 (Exact name of sponsor as specified in its charter)

 Central Index Key Number of sponsor: 0001540151

 Delaware
 (State or other
jurisdiction of incorporation or organization of the issuing entity)
 92-6540486

 (I.R.S. Employer Identification No. of the issuing entity)

 c/o Santander Drive Auto Receivables LLC

 1601 Elm Street, Suite 800

 Dallas, Texas 75201

 (Address of principal executive offices)

 (214) 292-1930

 (Telephone number, including area code)

 Securities Registered Pursuant to Section 12(b) of the Securities Exchange Act of 1934: None

 Securities Registered Pursuant to Section 12 (g) of the Securities Exchange Act of 1934: None

 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes No
 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13
or Section 15(d) of the Act. Yes No
 Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes No
 Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit such files). Yes No
 Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated
filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging growth company

 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 Indicate
by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the
 Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

 If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in
the filing reflect the correction of an error to previously issued financial statements.
 Indicate by check mark whether any of those error
corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No
 State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common
equity, as of the last business day of the registrant's most recently completed second fiscal quarter.
 Registrant has no voting or
 non-voting common equity outstanding held by non-affiliates.

 Documents Incorporated by Reference. See Exhibit Index.

 The following items have been omitted in accordance with General Instruction J to Form 10-K:

 Item 1

 Business

 Item 1A

 Risk Factors

 Item 1C

 Cybersecurity

 Item 2

 Properties

 Item 3

 Legal Proceedings

 Item 1B.

 Unresolved Staff Comments

 Item 4.

 Mine Safety Disclosures

 Not applicable.
 Substitute information provided in
accordance with General Instruction J to Form 10-K:
 Item 1112(b) of Regulation AB. Significant
Obligors of Pool Assets (Financial Information)

 Item 1114(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for Certain Derivatives Instruments (Information Regarding Significant
Enhancement Providers)

 Item 1115(b) of Regulation AB. Certain Derivatives Instruments (Financial Information)

 Item 1117 of Regulation AB. Legal
Proceedings.

 The following items have been omitted in accordance with General Instruction J to Form 10-K:

 Item 5

 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities

 Item 6

 [Reserved]

 Item 7

 Management's Discussion and Analysis of Financial Condition and Results of Operations

 Item 7A

 Quantitative and Qualitative Disclosures about Market Risk

 Item 8

 Financial Statements and Supplementary Data

 Item 9

 Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

 Item 9A

 Controls and Procedures

 Item 9B.

 Other Information

 None.

 Item 9C.

 Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

 Not applicable.

 The following items have been omitted in accordance with General Instruction J to Form 10-K:

 Item 10

 Directors, Executive Officers, and Corporate Governance

 Item 11

 Executive Compensation

 Item 12

 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 Item 13

 Certain Relationships and Related Transactions, and Director Independence

 Item 14

 Principal Accountant Fees and Services

 Substitute information provided in accordance with General Instruction J to Form 10-K:

 Item 1119 of Regulation AB. Affiliations and Certain Relationships and Related Transactions

 Information required by Item 1119 of Regulation AB has been omitted from this report on Form 10-K in reliance on the
Instruction to Item 1119.
 Item 1122 of Regulation AB. Compliance with Applicable Servicing Criteria

 Each of Santander Consumer USA Inc. and Citibank, N.A. (each, a "Servicing Participant") have been identified by the issuing entity as parties
participating in the servicing function with respect to the pool assets held by the issuing entity. Each of the Servicing Participants has completed a report on an assessment of compliance with the servicing criteria applicable to it (each, a
"Report on Assessment"), which Reports on Assessment are attached as exhibits to this Form 10-K. In addition, each of the Servicing Participants has provided an attestation report (each, an
"Attestation Report") by one or more registered public accounting firms, which reports are also attached as exhibits to this Form 10-K.

 None of the Reports on Assessment or the related Attestation Reports has identified any material instances of noncompliance with the servicing criteria
described in the related Report on Assessment as being applicable to such Servicing Participant.
 Item 1123 of Regulation AB. Servicer Compliance
Statements
 Santander Consumer USA Inc. has been identified by the issuing entity as the servicer with respect to the asset pool held by the issuing
entity. Santander Consumer USA Inc. has completed a statement of compliance with applicable servicing criteria (a "Compliance Statement") signed by an authorized officer. The Compliance Statement is attached as an exhibit to this Form 10-K.

 Item 15.

 Exhibit and Financial Statement Schedules

 (a)(1)

 Not Applicable.

 (a)(2)

 Not Applicable.

 (a)(3)

 See Item 15(b) below.

 (b)

 Exhibits

 The exhibits listed below are either included or incorporated by reference as indicated:

 Exhibit No.

 Description

 1.1

 Underwriting Agreement, dated as of July
18, 2023, among Santander Drive Auto Receivables LLC ("Santander Drive"), Santander Consumer USA Inc. ("SC") and RBC Capital Markets, LLC, as representative of the several underwriters (incorporated by reference to Exhibit 1.1 of Form
 8-K filed by the Issuer (Commission File No. 333-261901-10) with the Securities and Exchange Commission on July 20,
2023)

 3.1

 Amended and Restated Limited Liability Company Agreement of Santander Drive dated as of March
7, 2007 (incorporated by reference to Exhibit 3.1 of Form SF-3 filed by Santander Drive (Commission File No.
333-261901) with the Securities and Exchange Commission on December 27, 2021)

 3.2

 First Amendment to Amended and Restated Limited Liability Company Agreement, dated as of February
28, 2017, by SC, as sole equity member (incorporated by reference to Exhibit 3.2 of Form SF-3 filed by Santander Drive (Commission File No.
333-261901) with the Securities and Exchange Commission on December 27, 2021)

 4.1

 Indenture, dated as of July
26, 2023, between Santander Drive Auto Receivables Trust 2023-3, as issuer (the "Issuer"), and Citibank, N.A., as indenture trustee (the "Indenture Trustee") (incorporated by reference to Exhibit
 4.1 of Form 8-K filed by the Issuer (Commission File No. 333-261901-10) with the Securities and Exchange Commission on
July 26, 2023)

 10.1

 Purchase Agreement, dated as of July 26, 2023, between SC and Santander Drive (incorporated by reference to Exhibit 10.1 of Form 8-K filed by the Issuer (Commission File No. 333-261901-10) with the Securities and Exchange Commission on July 26, 2023)

 10.2

 Sale and Servicing Agreement, dated as of July
26, 2023, among the Issuer, Santander Drive, SC and the Indenture Trustee (incorporated by reference to Exhibit 10.2 of Form 8-K filed by the Issuer (Commission File No. 333-261901-10) with the Securities and Exchange Commission on July 26, 2023)

 10.3

 Administration Agreement, dated as of July
26, 2023, among the Issuer, SC, as administrator, and the Indenture Trustee (incorporated by reference to Exhibit 10.3 of Form 8-K filed by the Issuer (Commission File No. 333-261901-10) with the Securities and Exchange Commission July 26, 2023)

 10.4

 Amended and Restated Trust Agreement, dated as of July
26, 2023, between Santander Drive and Wilmington Trust, National Association, not in its individual capacity but solely as owner trustee for the Issuer (incorporated by reference to Exhibit 10.4 of Form 8-K filed
 by the Issuer (Commission File No. 333-261901-10) with the Securities and Exchange Commission on July 26, 2023)

 10.5

 Asset Representations Review Agreement, dated as of July
26, 2023, among the Issuer, SC, as sponsor and servicer, and Clayton Fixed Income Services, LLC, as asset representations reviewer (incorporated by reference to Exhibit 10.5 of Form 8-K filed by the Issuer (Commission
 File No. 333-261901-10) with the Securities and Exchange Commission on July 26, 2023)

 31.1

 Certification (Santander Drive)

 33.1

 Management's Assessment of Compliance with SEC Regulation AB Servicing Criteria (SC)

 33.2

 Assessment of Compliance with the Applicable Servicing Criteria (Citibank, N.A.)

 34.1

 Report of Independent Registered Public Accounting Firm (PricewaterhouseCoopers LLP with respect to SC)

 34.2

 Report of Independent Registered Public Accounting Firm (KPMG LLP with respect to Citibank, N.A.)

 35.1

 Servicer Compliance Statement (SC)

 (c)

 Not Applicable.

 Item 16.

 Form 10-K Summary

 None.
 Supplemental information to be Furnished With Reports
Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act
 No annual
report, proxy statement, form of proxy or other proxy soliciting material has been sent to certificateholders, and the registrant does not presently contemplate sending any such materials subsequent to the filing of this report.

 SIGNATURES

 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.
 Date: March 26, 2025

 SANTANDER DRIVE AUTO RECEIVABLES LLC, as depositor

 By:

 /s/ Corey Henry

 Name:

 Corey Henry

 Title:

 President and Chief Executive Officer

 (senior officer in charge of securitization of the depositor)


UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

 FORM 10-K

 (Mark One)

 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the fiscal year ended December 31, 2024.

 or

 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from to
.

 DRIVE AUTO
RECEIVABLES TRUST 2021-1
 (Exact name of issuing entity as specified in its charter)

 Commission file number of the issuing entity: 333-228364-14

 Central Index Key Number of issuing entity: 0001854012

 SANTANDER DRIVE AUTO RECEIVABLES LLC

 (Exact name of depositor as specified in its charter)

 Commission file number of depositor: 333-228364

 Central Index Key Number of depositor: 0001383094

 SANTANDER CONSUMER USA INC.

 (Exact name of sponsor as specified in its charter)

 Central Index Key Number of sponsor: 0001540151

 Delaware
 (State or other
jurisdiction of incorporation or organization of the issuing entity)
 86-6449214

 (I.R.S. Employer Identification No. of the issuing entity)

 c/o Santander Drive Auto Receivables LLC

 1601 Elm Street, Suite 800

 Dallas, Texas 75201

 (Address of principal executive offices)

 (214) 292-1930

 (Telephone number, including area code)

 Securities Registered Pursuant to Section 12 (b) of the Securities Exchange Act of 1934: None

 Securities Registered Pursuant to Section 12 (g) of the Securities Exchange Act of 1934: None

 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes No
 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13
or Section 15(d) of the Act. Yes No
 Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes No
 Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit such files). Yes No
 Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated
filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging growth company

 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 Indicate
by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the
 Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

 If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in
the filing reflect the correction of an error to previously issued financial statements.
 Indicate by check mark whether any of those error
corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No
 State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common
equity, as of the last business day of the registrant's most recently completed second fiscal quarter.
 Registrant has no voting or
 non-voting common equity outstanding held by non-affiliates.

 Documents Incorporated by Reference. See Exhibit Index.

 The following items have been omitted in accordance with General Instruction J to Form 10-K:

 Item 1

 Business

 Item 1A

 Risk Factors

 Item 1C

 Cybersecurity

 Item 2

 Properties

 Item 3

 Legal Proceedings

 Item 1B.

 Unresolved Staff Comments

 Item 4.

 Mine Safety Disclosures

 Not applicable.
 Substitute information provided in
accordance with General Instruction J to Form 10-K:
 Item 1112(b) of Regulation AB. Significant
Obligors of Pool Assets (Financial Information)

 Item 1114(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for Certain Derivatives Instruments (Information Regarding Significant
Enhancement Providers)

 Item 1115(b) of Regulation AB. Certain Derivatives Instruments (Financial Information)

 Item 1117 of Regulation AB. Legal
Proceedings

 The following items have been omitted in accordance with General Instruction J to Form 10-K:

 Item 5

 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities

 Item 6

 [Reserved]

 Item 7

 Management's Discussion and Analysis of Financial Condition and Results of Operations

 Item 7A

 Quantitative and Qualitative Disclosures about Market Risk

 Item 8

 Financial Statements and Supplementary Data

 Item 9

 Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

 Item 9A

 Controls and Procedures

 Item 9B.

 Other Information

 None.

 Item 9C.

 Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

 Not applicable.

 The following items have been omitted in accordance with General Instruction J to Form 10-K:

 Item 10

 Directors, Executive Officers, and Corporate Governance

 Item 11

 Executive Compensation

 Item 12

 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 Item 13

 Certain Relationships and Related Transactions, and Director Independence

 Item 14

 Principal Accountant Fees and Services

 Substitute information provided in accordance with General Instruction J to Form 10-K:

 Item 1119

 of Regulation AB. Affiliations and Certain Relationships and Related Transactions

 Information required by Item 1119 of Regulation AB has been omitted from this report on Form 10-K in reliance on the
Instruction to Item 1119.
 Item 1122 of Regulation AB. Compliance with Applicable Servicing Criteria

 Each of Santander Consumer USA Inc. and Wilmington Trust, National Association (each, a "Servicing Participant") have been identified by the issuing
entity as parties participating in the servicing function with respect to the pool assets held by the issuing entity. Each of the Servicing Participants has completed a report on an assessment of compliance with the servicing criteria applicable to
it (each, a "Report on Assessment"), which Reports on Assessment are attached as exhibits to this Form 10-K. In addition, each of the Servicing Participants has provided an attestation report (each,
an "Attestation Report") by one or more registered public accounting firms, which reports are also attached as exhibits to this Form 10-K.

 None of the Reports on Assessment or the related Attestation Reports has identified any material instances of noncompliance with the servicing criteria
described in the related Report on Assessment as being applicable to such Servicing Participant.
 Item 1123 of Regulation AB. Servicer Compliance
Statements
 Santander Consumer USA Inc. has been identified by the issuing entity as the servicer with respect to the asset pool held by the issuing
entity. Santander Consumer USA Inc. has completed a statement of compliance with applicable servicing criteria (a "Compliance Statement") signed by an authorized officer. The Compliance Statement is attached as an exhibit to this Form 10-K.

 Item 15.

 Exhibit and Financial Statement Schedules

 (a)(1)

 Not Applicable.

 (a)(2)

 Not Applicable.

 (a)(3)

 See Item 15(b) below.

 (b)

 Exhibits

 The exhibits listed below are either included or incorporated by reference as indicated:

 Exhibit No.

 Description

 1.1

 Underwriting Agreement, dated as of April
13, 2021, among Santander Drive Auto Receivables LLC ("Santander Drive"), Santander Consumer USA Inc. ("SC") and J.P. Morgan Securities LLC, as representative of the several underwriters (incorporated by reference to Exhibit 1.1 of Form
 8-K filed by the Issuer (Commission File No. 333-228364-14) with the Securities and Exchange Commission on April 15,
2021)

 3.1

 Amended and Restated Limited Liability Company Agreement of Santander Drive dated as of March
7, 2007 (incorporated by reference to Exhibit 3.1 of Form SF-3 filed by Santander Drive (Commission File No.
333-228364) with the Securities and Exchange Commission on November 13, 2018)

 3.2

 First Amendment to Amended and Restated Limited Liability Company Agreement, dated as of February
28, 2017, by SC, as sole equity member (incorporated by reference to Exhibit 3.2 of Form SF-3 filed by Santander Drive (Commission File No.
333-228364) with the Securities and Exchange Commission on November 13, 2018)

 4.1

 Indenture, dated as of April
21, 2021, between Drive Auto Receivables Trust 2021-1, as issuer (the "Issuer"), and Wilmington Trust, National Association, as indenture trustee (the "Indenture Trustee") (incorporated by reference
 to Exhibit 4.1 of Form 8-K filed by the Issuer (Commission File No. 333-228364-14) with the Securities and Exchange
Commission on April 21, 2021)

 10.1

 Purchase Agreement, dated as of April 21, 2021, between SC and Santander Drive (incorporated by reference to Exhibit 10.1 of Form 8-K filed by the Issuer (Commission File No. 333-228364-14) with the Securities and Exchange Commission on April 21, 2021)

 10.2

 Sale and Servicing Agreement, dated as of April
21, 2021, among the Issuer, Santander Drive, SC and the Indenture Trustee (incorporated by reference to Exhibit 10.2 of Form 8-K filed by the Issuer (Commission File No. 333-228364-14) with the Securities and Exchange Commission on April 21, 2021)

 10.3

 Administration Agreement, dated as of April
21, 2021, among the Issuer, SC, as administrator, and the Indenture Trustee (incorporated by reference to Exhibit 10.3 of Form 8-K filed by the Issuer (Commission File No. 333-228364-14) with the Securities and Exchange Commission April 21, 2021)

 10.4

 Amended and Restated Trust Agreement, dated as of April
21, 2021, between Santander Drive and Wells Fargo Delaware Trust Company, N.A., not in its individual capacity but solely as owner trustee for the Issuer (incorporated by reference to Exhibit 10.4 of Form 8-K filed
 by the Issuer (Commission File No. 333-228364-14) with the Securities and Exchange Commission on April 21, 2021)

 10.5

 Asset Representations Review Agreement, dated as of April
21, 2021, among the Issuer, SC, as sponsor and servicer, and Clayton Fixed Income Services, LLC, as asset representations reviewer (incorporated by reference to Exhibit 10.5 of Form 8-K filed by the Issuer (Commission
 File No. 333-228364-14) with the Securities and Exchange Commission on April 21, 2021)

 10.6

 First Amendment to Sale and Servicing Agreement, dated as of March
15, 2022, by and among Santander Drive, as seller, and SC, as servicer (incorporated by reference to Exhibit 10.2 of Form 10-D filed by the Issuer (Commission File No. 333-228364-14) with the Securities and Exchange Commission on March 15, 2022)

 31.1

 Certification (Santander Drive)

 33.1

 Management's Assessment of Compliance with SEC Regulation AB Servicing Criteria (SC)

 33.2

 Assessment of Compliance with the Applicable Servicing Criteria (Indenture Trustee)

 34.1

 Report of Independent Registered Public Accounting Firm (PricewaterhouseCoopers LLP with respect to SC)

 34.2

 Report of Independent Registered Public Accounting Firm (PricewaterhouseCoopers LLP with respect to the Indenture Trustee)

 35.1

 Servicer Compliance Statement (SC)

 (c)

 Not Applicable.

 Item 16.

 Form 10-K Summary

 None.
 Supplemental information to be Furnished With Reports
Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act
 No annual
report, proxy statement, form of proxy or other proxy soliciting material has been sent to certificateholders, and the registrant does not presently contemplate sending any such materials subsequent to the filing of this report.

 SIGNATURES

 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
 Date: March 26, 2025

 SANTANDER DRIVE AUTO RECEIVABLES LLC, as depositor

 By:

 /s/ Corey Henry

 Name:

 Corey Henry

 Title:

 President and Chief Executive Officer

 (senior officer in charge of securitization of the depositor)


UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

 FORM 10-K

 (Mark One)

 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the fiscal year ended December 31, 2024.

 or

 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from to
.

 SANTANDER
DRIVE AUTO RECEIVABLES TRUST 2024-3
 (Exact name of issuing entity as specified in its
charter)

 Commission file number of the issuing entity: 333-261901-17

 Central Index Key Number of issuing entity: 0002024522

 SANTANDER DRIVE AUTO RECEIVABLES LLC

 (Exact name of depositor as specified in its charter)

 Commission file number of depositor: 333-261901

 Central Index Key Number of depositor: 0001383094

 SANTANDER CONSUMER USA INC.

 (Exact name of sponsor as specified in its charter)

 Central Index Key Number of sponsor: 0001540151

 Delaware
 (State or other
jurisdiction of incorporation or organization of the issuing entity)
 99-6168337

 (I.R.S. Employer Identification No. of the issuing entity)

 c/o Santander Drive Auto Receivables LLC

 1601 Elm Street, Suite 800

 Dallas, Texas 75201

 (Address of principal executive offices)

 (214) 292-1930

 (Telephone number, including area code)

 Securities Registered Pursuant to Section 12(b) of the Securities Exchange Act of 1934: None

 Securities Registered Pursuant to Section 12 (g) of the Securities Exchange Act of 1934: None

 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes No
 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13
or Section 15(d) of the Act. Yes No
 Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes No
 Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit such files). Yes No
 Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated
filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging growth company

 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 Indicate
by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the
 Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

 If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in
the filing reflect the correction of an error to previously issued financial statements.
 Indicate by check mark whether any of those error
corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No
 State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common
equity, as of the last business day of the registrant's most recently completed second fiscal quarter.
 Registrant has no voting or
 non-voting common equity outstanding held by non-affiliates.

 Documents Incorporated by Reference. See Exhibit Index.

 The following items have been omitted in accordance with General Instruction J to Form 10-K:

 Item 1

 Business

 Item 1A

 Risk Factors

 Item 1C

 Cybersecurity

 Item 2

 Properties

 Item 3

 Legal Proceedings

 Item 1B.

 Unresolved Staff Comments

 Item 4.

 Mine Safety Disclosures

 Not applicable.
 Substitute information provided in
accordance with General Instruction J to Form 10-K:
 Item 1112(b) of Regulation AB. Significant
Obligors of Pool Assets (Financial Information)

 Item 1114(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for Certain Derivatives Instruments (Information Regarding Significant
Enhancement Providers)

 Item 1115(b) of Regulation AB. Certain Derivatives Instruments (Financial Information)

 Item 1117 of Regulation AB. Legal
Proceedings.

 The following items have been omitted in accordance with General Instruction J to Form 10-K:

 Item 5

 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities

 Item 6

 [Reserved]

 Item 7

 Management's Discussion and Analysis of Financial Condition and Results of Operations

 Item 7A

 Quantitative and Qualitative Disclosures about Market Risk

 Item 8

 Financial Statements and Supplementary Data

 Item 9

 Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

 Item 9A

 Controls and Procedures

 Item 9B.

 Other Information

 None.

 Item 9C.

 Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

 Not applicable.

 The following items have been omitted in accordance with General Instruction J to Form 10-K:

 Item 10

 Directors, Executive Officers, and Corporate Governance

 Item 11

 Executive Compensation

 Item 12

 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 Item 13

 Certain Relationships and Related Transactions, and Director Independence

 Item 14

 Principal Accountant Fees and Services

 Substitute information provided in accordance with General Instruction J to Form 10-K:

 Item 1119 of Regulation AB. Affiliations and Certain Relationships and Related Transactions

 Information required by Item 1119 of Regulation AB has been omitted from this report on Form 10-K in reliance on the
Instruction to Item 1119.
 Item 1122 of Regulation AB. Compliance with Applicable Servicing Criteria

 Each of Santander Consumer USA Inc. and Citibank, N.A. (each, a "Servicing Participant") have been identified by the issuing entity as parties
participating in the servicing function with respect to the pool assets held by the issuing entity. Each of the Servicing Participants has completed a report on an assessment of compliance with the servicing criteria applicable to it (each, a
"Report on Assessment"), which Reports on Assessment are attached as exhibits to this Form 10-K. In addition, each of the Servicing Participants has provided an attestation report (each, an
"Attestation Report") by one or more registered public accounting firms, which reports are also attached as exhibits to this Form 10-K.

 None of the Reports on Assessment or the related Attestation Reports has identified any material instances of noncompliance with the servicing criteria
described in the related Report on Assessment as being applicable to such Servicing Participant.
 Item 1123 of Regulation AB. Servicer Compliance
Statements
 Santander Consumer USA Inc. has been identified by the issuing entity as the servicer with respect to the asset pool held by the issuing
entity. Santander Consumer USA Inc. has completed a statement of compliance with applicable servicing criteria (a "Compliance Statement") signed by an authorized officer. The Compliance Statement is attached as an exhibit to this Form 10-K.

 Item 15.

 Exhibit and Financial Statement Schedules

 (a)(1)

 Not Applicable.

 (a)(2)

 Not Applicable.

 (a)(3)

 See Item 15(b) below.

 (b)

 Exhibits

 The exhibits listed below are either included or incorporated by reference as indicated:

 Exhibit No.

 Description

 1.1

 Underwriting Agreement, dated as of June
11, 2024, among Santander Drive Auto Receivables LLC ("Santander Drive"), Santander Consumer USA Inc. ("SC") and BNP Paribas Securities Corp., as representative of the several underwriters (incorporated by reference to Exhibit 1.1 of
Form 8-K filed by the Issuer (Commission File No. 333-261901-17) with the Securities and Exchange Commission on
June 13, 2024)

 3.1

 Amended and Restated Limited Liability Company Agreement of Santander Drive dated as of March
7, 2007 (incorporated by reference to Exhibit 3.1 of Form SF-3 filed by Santander Drive (Commission File No.
333-261901) with the Securities and Exchange Commission on December 27, 2021)

 3.2

 First Amendment to Amended and Restated Limited Liability Company Agreement, dated as of February
28, 2017, by SC, as sole equity member (incorporated by reference to Exhibit 3.2 of Form SF-3 filed by Santander Drive (Commission File No.
333-261901) with the Securities and Exchange Commission on December 27, 2021)

 4.1

 Indenture, dated as of June
20, 2024, between Santander Drive Auto Receivables Trust 2024-3, as issuer (the "Issuer"), and Citibank, N.A., as indenture trustee (the "Indenture Trustee") (incorporated by reference to Exhibit
 4.1 of Form 8-K filed by the Issuer (Commission File No. 333-261901-17) with the Securities and Exchange Commission on
June 20, 2024)

 10.1

 Purchase Agreement, dated as of June 20, 2024, between SC and Santander Drive (incorporated by reference to Exhibit 10.1 of Form 8-K filed by the Issuer (Commission File No. 333-261901-17) with the Securities and Exchange Commission on June 20, 2024)

 10.2

 Sale and Servicing Agreement, dated as of June
20, 2024, among the Issuer, Santander Drive, SC and the Indenture Trustee (incorporated by reference to Exhibit 10.2 of Form 8-K filed by the Issuer (Commission File No. 333-261901-17) with the Securities and Exchange Commission on June 20, 2024)

 10.3

 Administration Agreement, dated as of June
20, 2024, among the Issuer, SC, as administrator, and the Indenture Trustee (incorporated by reference to Exhibit 10.3 of Form 8-K filed by the Issuer (Commission File No. 333-261901-17) with the Securities and Exchange Commission June 20, 2024)

 10.4

 Amended and Restated Trust Agreement, dated as of June
20, 2024, between Santander Drive and Wilmington Trust, National Association, not in its individual capacity but solely as owner trustee for the Issuer (incorporated by reference to Exhibit 10.4 of Form 8-K filed
 by the Issuer (Commission File No. 333-261901-17) with the Securities and Exchange Commission on June 20, 2024)

 10.5

 Asset Representations Review Agreement, dated as of June
20, 2024, among the Issuer, SC, as sponsor and servicer, and Clayton Fixed Income Services, LLC, as asset representations reviewer (incorporated by reference to Exhibit 10.5 of Form 8-K filed by the Issuer (Commission
 File No. 333-261901-17) with the Securities and Exchange Commission on June 20, 2024)

 31.1

 Certification (Santander Drive)

 33.1

 Management's Assessment of Compliance with SEC Regulation AB Servicing Criteria (SC)

 33.2

 Assessment of Compliance with the Applicable Servicing Criteria (Citibank, N.A.)

 34.1

 Report of Independent Registered Public Accounting Firm (PricewaterhouseCoopers LLP with respect to SC)

 34.2

 Report of Independent Registered Public Accounting Firm (KPMG LLP with respect to Citibank, N.A.)

 35.1

 Servicer Compliance Statement (SC)

 (c)

 Not Applicable.

 Item 16.

 Form 10-K Summary

 None.
 Supplemental information to be Furnished With Reports
Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act
 No annual
report, proxy statement, form of proxy or other proxy soliciting material has been sent to certificateholders, and the registrant does not presently contemplate sending any such materials subsequent to the filing of this report.

 SIGNATURES

 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.
 Date: March 26, 2025

 SANTANDER DRIVE AUTO RECEIVABLES LLC, as depositor

 By:

 /s/ Corey Henry

 Name:

 Corey Henry

 Title:

 President and Chief Executive Officer

 (senior officer in charge of securitization of the depositor)


UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

 FORM 10-K

 (Mark One)

 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the fiscal year ended December 31, 2024.

 or

 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from to
.

 DRIVE AUTO
RECEIVABLES TRUST 2021-3
 (Exact name of issuing entity as specified in its charter)

 Commission file number of the issuing entity: 333-228364-19

 Central Index Key Number of issuing entity: 0001890433

 SANTANDER DRIVE AUTO RECEIVABLES LLC

 (Exact name of depositor as specified in its charter)

 Commission file number of depositor: 333-228364

 Central Index Key Number of depositor: 0001383094

 SANTANDER CONSUMER USA INC.

 (Exact name of sponsor as specified in its charter)

 Central Index Key Number of sponsor: 0001540151

 Delaware
 (State or other
jurisdiction of incorporation or organization of the issuing entity)
 86-6458173

 (I.R.S. Employer Identification No. of the issuing entity)

 c/o Santander Drive Auto Receivables LLC

 1601 Elm Street, Suite 800

 Dallas, Texas 75201

 (Address of principal executive offices)

 (214) 292-1930

 (Telephone number, including area code)

 Securities Registered Pursuant to Section 12 (b) of the Securities Exchange Act of 1934: None

 Securities Registered Pursuant to Section 12 (g) of the Securities Exchange Act of 1934: None

 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes No
 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13
or Section 15(d) of the Act. Yes No
 Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes No
 Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit such files). Yes No
 Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated
filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging growth company

 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 Indicate
by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the
 Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

 If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in
the filing reflect the correction of an error to previously issued financial statements.
 Indicate by check mark whether any of those error
corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No
 State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common
equity, as of the last business day of the registrant's most recently completed second fiscal quarter.
 Registrant has no voting or
 non-voting common equity outstanding held by non-affiliates.

 Documents Incorporated by Reference. See Exhibit Index.

 The following items have been omitted in accordance with General Instruction J to Form 10-K:

 Item 1

 Business

 Item 1A

 Risk Factors

 Item 1C

 Cybersecurity

 Item 2

 Properties

 Item 3

 Legal Proceedings

 Item 1B.

 Unresolved Staff Comments

 Item 4.

 Mine Safety Disclosures

 Not applicable.
 Substitute information provided in
accordance with General Instruction J to Form 10-K:
 Item 1112(b) of Regulation AB. Significant
Obligors of Pool Assets (Financial Information)

 Item 1114(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for Certain Derivatives Instruments (Information Regarding Significant
Enhancement Providers)

 Item 1115(b) of Regulation AB. Certain Derivatives Instruments (Financial Information)

 Item 1117 of Regulation AB. Legal
Proceedings

 The following items have been omitted in accordance with General Instruction J to Form 10-K:

 Item 5

 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities

 Item 6

 [Reserved]

 Item 7

 Management's Discussion and Analysis of Financial Condition and Results of Operations

 Item 7A

 Quantitative and Qualitative Disclosures about Market Risk

 Item 8

 Financial Statements and Supplementary Data

 Item 9

 Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

 Item 9A

 Controls and Procedures

 Item 9B.

 Other Information

 None.

 Item 9C.

 Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

 Not applicable.

 The following items have been omitted in accordance with General Instruction J to Form 10-K:

 Item 10

 Directors, Executive Officers, and Corporate Governance

 Item 11

 Executive Compensation

 Item 12

 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 Item 13

 Certain Relationships and Related Transactions, and Director Independence

 Item 14

 Principal Accountant Fees and Services

 Substitute information provided in accordance with General Instruction J to Form 10-K:

 Item 1119 of Regulation AB. Affiliations and Certain Relationships and Related Transactions

 Information required by Item 1119 of Regulation AB has been omitted from this report on Form 10-K in reliance on the
Instruction to Item 1119.
 Item 1122 of Regulation AB. Compliance with Applicable Servicing Criteria

 Each of Santander Consumer USA Inc. and Wilmington Trust, National Association (each, a "Servicing Participant") have been identified by the issuing
entity as parties participating in the servicing function with respect to the pool assets held by the issuing entity. Each of the Servicing Participants has completed a report on an assessment of compliance with the servicing criteria applicable to
it (each, a "Report on Assessment"), which Reports on Assessment are attached as exhibits to this Form 10-K. In addition, each of the Servicing Participants has provided an attestation report (each,
an "Attestation Report") by one or more registered public accounting firms, which reports are also attached as exhibits to this Form 10-K.

 None of the Reports on Assessment or the related Attestation Reports has identified any material instances of noncompliance with the servicing criteria
described in the related Report on Assessment as being applicable to such Servicing Participant.
 Item 1123 of Regulation AB. Servicer Compliance
Statements
 Santander Consumer USA Inc. has been identified by the issuing entity as the servicer with respect to the asset pool held by the issuing
entity. Santander Consumer USA Inc. has completed a statement of compliance with applicable servicing criteria (a "Compliance Statement") signed by an authorized officer. The Compliance Statement is attached as an exhibit to this Form 10-K.

 Item 15.

 Exhibit and Financial Statement Schedules

 (a)(1)

 Not Applicable.

 (a)(2)

 Not Applicable.

 (a)(3)

 See Item 15(b) below.

 (b)

 Exhibits

 The exhibits listed below are either included or incorporated by reference as indicated:

 Exhibit No.

 Description

 1.1

 Underwriting Agreement, dated as of November
10, 2021, among Santander Drive Auto Receivables LLC ("Santander Drive"), Santander Consumer USA Inc. ("SC") and BMO Capital Markets Corp., as representative of the several underwriters (incorporated by reference to Exhibit 1.1 of Form
 8-K filed by the Issuer (Commission File No. 333-228364-19) with the Securities and Exchange Commission on November 12,
2021)

 3.1

 Amended and Restated Limited Liability Company Agreement of Santander Drive dated as of March
7, 2007 (incorporated by reference to Exhibit 3.1 of Form SF-3 filed by Santander Drive (Commission File No.
333-228364) with the Securities and Exchange Commission on November 13, 2018)

 3.2

 First Amendment to Amended and Restated Limited Liability Company Agreement, dated as of February
28, 2017, by SC, as sole equity member (incorporated by reference to Exhibit 3.2 of Form SF-3 filed by Santander Drive (Commission File No.
333-228364) with the Securities and Exchange Commission on November 13, 2018)

 4.1

 Indenture, dated as of November
17, 2021, between Drive Auto Receivables Trust 2021-3, as issuer (the "Issuer"), and Wilmington Trust, National Association, as indenture trustee (the "Indenture Trustee") (incorporated by reference
 to Exhibit 4.1 of Form 8-K filed by the Issuer (Commission File No. 333-228364-19) with the Securities and Exchange
Commission on November 17, 2021)

 10.1

 Purchase Agreement, dated as of November 17, 2021, between SC and Santander Drive (incorporated by reference to Exhibit 10.1 of Form 8-K filed by the Issuer (Commission File No. 333-228364-19) with the Securities and Exchange Commission on November
17, 2021)

 10.2

 Sale and Servicing Agreement, dated as of November
17, 2021, among the Issuer, Santander Drive, SC and the Indenture Trustee (incorporated by reference to Exhibit 10.2 of Form 8-K filed by the Issuer (Commission File No. 333-228364-19) with the Securities and Exchange Commission on November 17, 2021)

 10.3

 Administration Agreement, dated as of November
17, 2021, among the Issuer, SC, as administrator, and the Indenture Trustee (incorporated by reference to Exhibit 10.3 of Form 8-K filed by the Issuer (Commission File No. 333-228364-19) with the Securities and Exchange Commission November 17, 2021)

 10.4

 Amended and Restated Trust Agreement, dated as of November
17, 2021, between Santander Drive and Wells Fargo Delaware Trust Company, N.A., not in its individual capacity but solely as owner trustee for the Issuer (incorporated by reference to Exhibit 10.4 of Form 8-K filed
 by the Issuer (Commission File No. 333-228364-19) with the Securities and Exchange Commission on November 17, 2021)

 10.5

 Asset Representations Review Agreement, dated as of November
17, 2021, among the Issuer, SC, as sponsor and servicer, and Clayton Fixed Income Services, LLC, as asset representations reviewer (incorporated by reference to Exhibit 10.5 of Form 8-K filed by the Issuer (Commission
 File No. 333-228364-19) with the Securities and Exchange Commission on November 17, 2021)

 31.1

 Certification (Santander Drive)

 33.1

 Management's Assessment of Compliance with SEC Regulation AB Servicing Criteria (SC)

 33.2

 Assessment of Compliance with the Applicable Servicing Criteria (Indenture Trustee)

 34.1

 Report of Independent Registered Public Accounting Firm (PricewaterhouseCoopers LLP with respect to SC)

 34.2

 Report of Independent Registered Public Accounting Firm (PricewaterhouseCoopers LLP with respect to the Indenture Trustee)

 35.1

 Servicer Compliance Statement (SC)

 (c)

 Not Applicable.

 Item 16.

 Form 10-K Summary

 None.
 Supplemental information to be Furnished With Reports
Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act
 No annual
report, proxy statement, form of proxy or other proxy soliciting material has been sent to certificateholders, and the registrant does not presently contemplate sending any such materials subsequent to the filing of this report.

 SIGNATURES

 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.
 Date: March 26, 2025

 SANTANDER DRIVE AUTO RECEIVABLES LLC, as depositor

 By:

 /s/ Corey Henry

 Name:

 Corey Henry

 Title:

 President and Chief Executive Officer

 (senior officer in charge of securitization of the depositor)