SEC Form 4 · accession 0001127602-17-012262
FIRST MIDWEST BANCORP INC · FMBI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Nicholas J Chulos
Officer — EVP, Gen. Counsel, Corp. Sec'y
Period of report
Mar 15, 2017
Accepted (ET)
Mar 17, 2017 · 8:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000702325
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 15, 2017 | F | 442 | $24.17 | D | 37,844 | D | |
| Common StockF2 | Mar 15, 2017 | A | 2,486 | $0.00 | A | 40,330 | D | |
| Common StockF3,F4 | Mar 15, 2017 | F | 379 | $24.17 | D | 39,951 | D | |
| Common StockF5 | holding | — | — | — | 5,229 | I | By Profit Sharing Plan Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On February 20, 2013, the Issuer granted the Reporting Person a performance shares award under the Amended and Restated First Midwest Bancorp, Inc. Omnibus Stock and Incentive Plan, subject to a three year (2013-2015) performance period, as to which 2,898 performance shares were earned on March 15, 2016. The earned performance shares were scheduled to vest in three equal annual installments on the date earned and the first and second anniversary thereof. On March 15, 2017, the second installment of 966 of the originally earned performance shares vested and were paid in shares of First Midwest Bancorp, Inc. Common Stock, of which 442 shares were surrendered by the Reporting Person to satisfy tax withholding obligations. This form is being filed to reflect the surrender of such shares to satisfy the Reporting Person's tax withholding obligation.
- F2Represents performance shares earned by the Reporting Person on March 15, 2017. The performance shares were granted by the Issuer to the Reporting Person under the Amended and Restated First Midwest Bancorp, Inc. Omnibus Stock and Incentive Plan on February 19, 2014, subject to a three year (2014-2016) performance period. Of the performance shares earned, 829 vested immediately and were paid in shares of First Midwest Bancorp, Inc. Common Stock. The remaining 1,657 earned performance shares represent the right to receive shares of First Midwest Bancorp, Inc. Common Stock upon satisfaction of a service-based vesting requirement and are scheduled to vest in two equal annual installments on March 15, 2018 and March 15, 2019.
- F3Reflects the surrender of 379 shares of First Midwest Bancorp, Inc. Common Stock to satisfy the Reporting Person's tax withholding obligation in connection with the vesting of the first tranche of the earned performance shares described in note 2.
- F42,623 of these shares are restricted stock units / performance shares.
- F5Between February 25, 2017 and March 17, 2017, the Reporting Person acquired the following shares of First Midwest Bancorp, Inc. Common Stock under the First Midwest Bancorp, Inc. Savings and Profit Sharing Plan: (a) 282 shares pursuant to match contributions from the Company; and (b) 87 shares pursuant to payroll contributions. This information is based on a Plan statement dated March 14, 2017.