SEC Form 4 · accession 0001209191-17-014643

COMMERCIAL BANCSHARES INC \OH\ · CMOH

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

John W Breymer

Director

Period of report

Feb 24, 2017

Accepted (ET)

Feb 27, 2017 · 2:12 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001009976

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	D/I	Nature of ownership
Common Stock^F1,F2	Feb 24, 2017	D	743	—	D	I	as OTMA custodian for son
Common Stock^F3,F2	Feb 24, 2017	D	154	—	D	I	by spouse
Common Stock^F4	Feb 24, 2017	D	22,824	—	D	D
Common Stock^F5,F2	Feb 24, 2017	D	744	—	D	I	as OTMA custodian for son
Common Stock^F1,F2	Feb 24, 2017	D	743	—	D	I	as OTMA custodian for daughter
Common Stock^F6,F2	Feb 24, 2017	D	743	—	D	I	as OTMA custodian for son

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Shares held under deferred compensation plan^F9,F7,F8	—	Feb 24, 2017	D	8,033	D	—	—	Common Stock	8,033	0	I

Explanation of responses

F1Includes 17.7132 shares acquired under the Issuer's dividend reinvestment plan covering dividends paid in 2016.
F2Under the terms of the merger agreement with First Defiance Financial Corp., each shareholder of the Issuer has the right to elect to receive either $51.00 in cash or 1.1808 shares of First Defiance common stock (or a combination thereof) in exchange for each share of Issuer common owned. All elections are subject to certain adjustments under the merger agreement necessary to cause 80% of the total consideration to be paid in First Defiance Shares and the remaining 20% of the total consideration to be paid in cash. The insider has made an election to dispose of these shares in exchange for First Defiance Shares, but the adjustments required under the terms of the merger agreement have yet to be finalized.
F3Includes 3.6675 shares acquired under the Issuer's dividend reinvestment plan covering dividends paid in 2016.
F4Under the terms of the merger agreement with First Defiance Financial Corp., each shareholder of the Issuer has the right to elect to receive either $51.00 in cash or 1.1808 shares of First Defiance common stock (or a combination thereof) in exchange for each share of Issuer common owned. All elections are subject to certain adjustments under the merger agreement necessary to cause 80% of the total consideration to be paid in First Defiance Shares and the remaining 20% of the total consideration to be paid in cash. The insider has made an election to dispose of 3,106 of these shares in exchange for cash and 19,718 of these shares in exchange for First Defiance Shares, but the adjustments required under the terms of the merger agreement have yet to be finalized.
F5Includes 17.7403 shares acquired under the Issuer's dividend reinvestment plan covering dividends paid in 2016.
F6Includes 17.7229 shares acquired under the Issuer's dividend reinvestment plan covering dividends paid in 2016.
F7Each unit credited to participant under this plan is the economic equivalent of one of issuer's common shares.
F8These shares are vested immediately and participant account balances are payable upon termination of service on the Company's Board of Directors.
F9Under the terms of the merger agreement with First Defiance Financial Corp., each shareholder of the Issuer has the right to elect to receive either $51.00 in cash or 1.1808 shares of First Defiance common stock (or a combination thereof) in exchange for each share of Issuer common owned. All elections are subject to certain adjustments under the merger agreement necessary to cause 80% of the total consideration to be paid in First Defiance Shares and the remaining 20% of the total consideration to be paid in cash. The insider has made an election to dispose of these shares in exchange for cash, but the adjustments required under the terms of the merger agreement have yet to be finalized.