SEC Form 4 · accession 0001127602-15-008901

MB FINANCIAL INC /MD · MBFI

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

Reporting owner

Mitchell Feiger

Officer — President and CEO · Director

Period of report

Feb 25, 2015

Accepted (ET)

Feb 27, 2015 · 8:37 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001139812

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Feb 25, 2015	A	16,164	$0.00	A	16,164	D
Common Stock^F2	Feb 25, 2015	A	14,582	$0.00	A	14,582	D
Common Stock^F3	Feb 26, 2015	F	1,514	$31.54	D	75,607	D
Common Stock	holding	—	—		—	1,408	I	By Children
Common Stock	holding	—	—		—	7,994	I	By Deferred Comp Plan
Common Stock	holding	—	—		—	15,775	I	By Ira
Common Stock	holding	—	—		—	12,148	I	By Spouse's IRA
Common Stock	holding	—	—		—	28,180	I	By Trust
Common Stock	holding	—	—		—	169,939	I	Revocable Living Trust
Common Stock	holding	—	—		—	65,281	I	Spouse's Revocable Living Trust
Common Stock	holding	—	—		—	16,327	I	By 401(k)

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Performance Share Units^F4	$0.00	Feb 25, 2015	A	18,228	A	—	—	Common Stock	18,228	18,228	D
Stock Option (Right to Buy)^F5	$31.26	Feb 25, 2015	A	14,034	A	Feb 25, 2016	Feb 25, 2025	Common Stock	14,034	14,034	D
Stock Option (Right to Buy)^F6	$40.00	holding	—	—	—	Jul 25, 2011	Jul 25, 2017	Common Stock	34,091	34,091	D
Stock Option (Right to Buy)^F6	$32.89	holding	—	—	—	Jul 25, 2011	Jul 25, 2017	Common Stock	41,714	41,714	D
Stock Option (Right to Buy)^F6	$29.00	holding	—	—	—	Jun 25, 2012	Jun 25, 2018	Common Stock	54,108	54,108	D
Stock Option (Right to Buy)^F6	$24.65	holding	—	—	—	Jun 25, 2012	Jun 25, 2018	Common Stock	66,275	66,275	D
Stock Option (Right to Buy)^F7	$20.40	holding	—	—	—	Aug 29, 2013	Aug 29, 2022	Common Stock	23,124	23,124	D
Performance Share Units^F4	$0.00	holding	—	—	—	—	—	Common Stock	26,593	26,593	D
Stock Option (Right to Buy)^F7	$27.09	holding	—	—	—	Aug 28, 2014	Aug 28, 2023	Common Stock	18,988	18,988	D
Performance Share Units^F4	$0.00	holding	—	—	—	—	—	Common Stock	22,078	22,078	D
Stock Option (Right to Buy)^F7	$29.80	holding	—	—	—	Feb 26, 2015	Feb 26, 2024	Common Stock	19,648	19,648	D
Performance Share Units^F4	$0.00	holding	—	—	—	—	—	Common Stock	20,935	20,935	D
Stock Option (Right to Buy)^F6	$42.70	holding	—	—	—	Jul 20, 2009	Jul 20, 2015	Common Stock	39,210	39,210	D
Stock Option (Right to Buy)^F6	$35.77	holding	—	—	—	Jul 26, 2010	Jul 26, 2016	Common Stock	33,522	33,522	D
Stock Option (Right to Buy)^F6	$40.00	holding	—	—	—	Jul 26, 2010	Jul 26, 2016	Common Stock	24,451	24,451	D

Explanation of responses

F1Transaction represents the grant of restricted stock to the reporting person under the Amended and Restated Omnibus Incentive Plan. One-half of the shares are scheduled to vest on February 25, 2016 and one-half of the shares are scheduled to vest on February 25, 2017.
F2Transaction represents the grant of restricted stock to the reporting person under the Amended and Restated Omnibus Incentive Plan. The shares are scheduled to vest ratably over 4 years (25% per year beginning February 25, 2016).
F3Transaction represents withholding of shares to satisfy tax withholding obligation upon vesting of restricted stock.
F4Performance based vesting
F5Option to purchase shares of common stock granted to the reporting person under Issuer's Omnibus Incentive Plan. The option vests annually over 4 years (25% per year beginning on February 25, 2016).
F6Grant to reporting person of option to purchase shares of common stock under Issuer's 1997 Omnibus Incentive Plan. The option is 100% vested.
F7Grant to reporting person of option to purchase shares of common stock under Issuer's Amended and Restated Omnibus Incentive Plan. The option vests ratably over 4 years (25% per year).