SEC Form 4 · accession 0001127602-16-061285
MB FINANCIAL INC /MD · MBFI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
C. Bryan Daniels
Director
Period of report
Aug 24, 2016
Accepted (ET)
Aug 26, 2016 · 8:31 pm EDT
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 StockF1 | Aug 24, 2016 | A | 49,068 | — | A | 49,068 | D | |
| Common StockF2 | holding | — | — | — | 765,654 | I | By Limited Partnership | |
| Common StockF3 | holding | — | — | — | 765,654 | I | By Limited Partnership |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Received in exchange for 179,605 shares of the common stock of American Chartered Bancorp, Inc. ("American Chartered") in connection with the merger of American Chartered with and into MB Financial, Inc. ("MB Financial"), which was completed on August 24, 2016. Pursuant to the merger agreement between MB Financial and American Chartered, holders of American Chartered common stock had the right to elect to receive, for each share of American Chartered common stock held by them immediately prior to the effective time of the merger, $9.30 in cash (the "Cash Consideration") or 0.2732 shares of MB Financial common stock, with cash in lieu of fractional MB Financial shares (the "Stock Consideration"), subject to proration based on the elections of other American Chartered security holders. The reporting person elected to receive the Stock Consideration for all of his shares of American Chartered common stock. The 49,068 shares of MB Financial common stock reported as acquired by the reporting person in the merger assumes no proration.
- F2The reported securities are held of record by Prairie Capital IV, L.P. ("PC"). Mr. Daniels is a Managing Member of D&K, which in turn is the sole general partner of PC. As a result, each of Mr. Daniels and D&K may be deemed to beneficially own the reported securities.
- F3The reported securities are held of record by Prairie Capital IV QP, L.P. ("PCQP"). Mr. Daniels is a Managing Member of Daniels & King Capital IV, L.L.C. ("D&K"), which in turn is the sole general partner of PCQP. As a result, each of Mr. Daniels and D&K may be deemed to beneficially own the reported securities.