SEC Form 4 · accession 0001140361-17-009944
BankFinancial CORP · BFIN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John W Palmer
Director
Period of report
Feb 27, 2017
Accepted (ET)
Mar 1, 2017 · 3:59 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001303942
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 27, 2017 | M | 35,000 | $11.99 | A | 37,525 | D | |
| Common Stock | Feb 27, 2017 | F | 28,165 | $14.90 | D | 9,360 | D | |
| Common StockF1 | holding | — | — | — | 864,562 | I | By Financial Edge Fund, L.P. | |
| Common StockF2 | holding | — | — | — | 354,575 | I | By Financial Edge-Strategic Fund, L.P. | |
| Common StockF3 | holding | — | — | — | 251,545 | I | By Goodbody/PL Capital, L.P. | |
| Common StockF4 | holding | — | — | — | 159,488 | I | By PL Capital/Focused Fund, L.P. | |
| Common StockF5 | holding | — | — | — | 45,019 | I | by Albernet OU |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy)F6 | $11.99 | Feb 27, 2017 | M | 35,000 | D | — | Jun 26, 2017 | Common Stock | 35,000 | 0 | D |
Explanation of responses
- F1Financial Edge Fund, L.P. is a Delaware limited partnership. PL Capital, LLC is a Delaware limited liability company and is the sole General Partner of Financial Edge Fund, L.P. Mr. Palmer is the holder of a 50% equity interest in, and one of two Managing Members of, PL Capital, LLC. Mr. Palmer disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F2Financial Edge-Strategic Fund, L.P. is a Delaware limited partnership. PL Capital, LLC is a Delaware limited liability company and is the sole General Partner of Financial Edge-Strategic Fund, L.P. Mr. Palmer is the holder of a 50% equity interest in, and one of two Managing Members of, PL Capital, LLC. Mr. Palmer disclaims beneficial ownership of the reported securities except to the extent of the pecuniary interest therein.
- F3Goodbody/PL Capital, L.P. is a Delaware limited partnership. Goodbody/PL Capital, LLC is a Delaware limited liability company and the sole General Partner of Goodbody/PL Capital, L.P. Mr. Palmer is the holder of a 50% equity interest in, and one of two Managing Members of, Goodbody/PL Capital, LLC. Mr. Palmer disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interst therein.
- F4PL Capital/Focused Fund, L.P. is a Delaware limited partnership. PL Capital, LLC is a Delaware limited liability company and is the sole General Partner of PL Capital/Focused Fund, L.P. Mr. Palmer is the holder of a 50% equity interest in, and one of two Managing Members of, PL Capital, LLC. Mr. Palmer disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F5Albernet OU is an Estonian company. PL Capital Advisors, LLC has certain discretionary authority over the shares of the reported securities held by Albernet OU. Mr. Palmer is the holder of a 50% interest in PL Capital Advisors, LLC. Mr. Palmer disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, if any.
- F6The stock options vest and become exercisable in four equal installments on 9/30/15, 12/31/15, 3/31/16 and 6/30/16.