SEC Form 4 · accession 0001415889-16-007084
First Clover Leaf Financial Corp. · FLCF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gerard A Schuetzenhofer
Director
Period of report
Sep 8, 2016
Accepted (ET)
Sep 8, 2016 · 4:55 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001283582
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 8, 2016 | U | 8,500 | — | D | 0 | I | By Spouse's IRA |
| Common StockF1 | Sep 8, 2016 | U | 60,666 | — | D | 0 | D | |
| Common StockF2,F1 | Sep 8, 2016 | U | 25,940 | — | D | 0 | I | By company 1 |
| Common StockF3,F1 | Sep 8, 2016 | U | 14,680 | — | D | 0 | I | By company 2 |
| Common StockF1 | Sep 8, 2016 | U | 4,500 | — | D | 0 | I | By IRA |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On September 8, 2016, First Mid-Illinois Bancshares, Inc. ("FMBH") completed the previously announced merger of First Clover Leaf Financial Corp. ("FCLF") with and into FMBH, pursuant to the Agreement and Plan of Merger, dated April 26, 2016, as amended, by and between FMBH and FCLF (the "Merger Agreement"). In accordance with the terms of the Merger Agreement, at the effective time of the merger, the shares of FCLF common stock were converted into the right to receive, at the election of each shareholder and subject to the proration and allocation procedures set forth in the Merger Agreement, either (i) $12.87 in cash or (ii) 0.495 shares of FMBH common stock (the "stock consideration"), with cash paid in lieu of fractional shares. Based on the closing stock price of FMBH common stock on the NASDAQ Global Market on September 8, 2016, the closing date of the merger, of $25.35, the value of the stock consideration was $12.55.
- F2The reporting person disclaims beneficial ownership of 19,378 shares of common stock in a company in which the reporting person is deemed to be a controlling shareholder, which are included in this ownership report.
- F3The reporting person disclaims beneficial ownership of 10,521 shares of common stock in a company in which the reporting person is deemed to be a controlling shareholder, which are included in this ownership report.