SEC Form 4 · accession 0001127602-19-008585
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 22, 2019
Accepted (ET)
Feb 26, 2019 · 9:24 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 StockF1 | Feb 22, 2019 | M | 3,545 | $45.81 | A | 188,257 | D | |
| Common StockF1 | Feb 22, 2019 | M | 1,697 | $45.81 | A | 189,954 | D | |
| Common StockF2 | Feb 22, 2019 | F | 2,323 | $45.81 | D | 187,631 | D | |
| Common StockF1 | Feb 24, 2019 | M | 4,666 | $45.81 | A | 192,297 | D | |
| Common StockF2 | Feb 24, 2019 | F | 2,068 | $45.81 | D | 190,229 | D | |
| Common StockF3 | Feb 25, 2019 | F | 1,615 | $45.65 | D | 188,614 | D | |
| Common Stock | holding | — | — | — | 18,184 | I | By 401(k) | |
| Common Stock | holding | — | — | — | 1,408 | I | By Children | |
| Common Stock | holding | — | — | — | 8,956 | 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 | — | — | — | 146,239 | I | Revocable Living Trust | |
| Common Stock | holding | — | — | — | 65,281 | I | Spouse's Revocable Living Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F4 | $0.00 | Feb 22, 2019 | M | 3,545 | D | — | — | Common Stock | 3,545 | 7,088 | D |
| Restricted Stock UnitsF1,F5 | $0.00 | Feb 22, 2019 | M | 1,697 | D | — | — | Common Stock | 1,697 | 0 | D |
| Restricted Stock UnitsF1,F6 | $0.00 | Feb 24, 2019 | M | 4,666 | D | — | — | Common Stock | 4,666 | 4,666 | D |
| Stock Option (Right to Buy)F7 | $20.40 | holding | — | — | — | Aug 29, 2013 | Aug 29, 2022 | Common Stock | 23,124 | 23,124 | D |
| Stock Option (Right to Buy)F7 | $27.09 | holding | — | — | — | Aug 28, 2014 | Aug 28, 2023 | Common Stock | 18,988 | 18,988 | D |
| Stock Option (Right to Buy)F7 | $29.80 | holding | — | — | — | Feb 26, 2015 | Feb 26, 2024 | Common Stock | 19,648 | 19,648 | D |
| Stock Option (Right to Buy)F8 | $31.26 | holding | — | — | — | Feb 25, 2016 | Feb 25, 2025 | Common Stock | 14,034 | 14,034 | D |
| Stock Option (Right to Buy)F9 | $30.33 | holding | — | — | — | Feb 24, 2017 | Feb 24, 2026 | Common Stock | 20,480 | 20,480 | D |
| Performance Share UnitsF10 | $0.00 | holding | — | — | — | — | — | Common Stock | 23,330 | 23,330 | D |
| Stock Option (Right to Buy)F11 | $45.67 | holding | — | — | — | — | — | Common Stock | 16,968 | 16,968 | D |
| Performance Share UnitsF10 | $0.00 | holding | — | — | — | — | — | Common Stock | 17,722 | 17,722 | D |
| Stock Option (Right to Buy)F12 | $41.01 | holding | — | — | — | — | — | Common Stock | 20,161 | 20,161 | D |
| Performance Share UnitsF10 | $0.00 | holding | — | — | — | — | — | Common Stock | 23,689 | 23,689 | D |
| Restricted Stock UnitsF13 | $0.00 | holding | — | — | — | — | — | Common Stock | 14,213 | 14,213 | D |
Explanation of responses
- F1Transaction represents the settlement in stock of vested restricted stock units.
- F10Performance based vesting
- F11Option to purchase shares of common stock granted to reporting person under Issuer's Amended and Restated Omnibus Incentive Plan. The option vests annually over 4 years (25% per year beginning February 22, 2018).
- F12Option to purchase shares of common stock granted to reporting person under Issuer's Amended and Restated Omnibus Incentive Plan. The option vests annually over 4 years (25% per year beginning February 28, 2019).
- F13Restricted Stock Units granted to the reporting person under the Issuer's Amended and Restated Omnibus Incentive Plan equal to the same amount of shares of common stock. The remaining restricted stock units are scheduled to vest in one-third annual increments beginning February 28, 2020.
- F2Transaction represents withholding of shares to satisfy tax withholding obligation upon settlement of restricted stock units.
- F3Transaction represents withholding of shares to satisfy tax withholding obligation upon vesting of restricted stock.
- F4Restricted Stock Units granted to the reporting person under the Issuer's Amended and Restated Omnibus Incentive Plan equal to the same amount of shares of common stock. The restricted stock units vest annually over 4 years (25% per year beginning February 22, 2018).
- F5Restricted Stock Units granted to the reporting person under the Issuer's Amended and Restated Omnibus Incentive Plan. One-half of the restricted stock units vested on February 22, 2018 and one-half of the restricted stock units are scheduled to vest on February 22, 2019.
- F6Restricted Stock Units granted to the reporting person under the Issuer's Amended and Restated Omnibus Incentive Plan equal to the same amount of shares of common stock. The restricted stock units vest annually over 4 years (25% per year beginning February 24, 2017).
- 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).
- F8Option 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).
- F9Option to purchase shares of common stock granted to reporting person under Issuer's Amended and Restated Omnibus Incentive Plan. The option vests annually over 4 years (25% per year beginning February 24, 2017).