SEC Form 4 · accession 0001127602-17-012263
FIRST MIDWEST BANCORP INC · FMBI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Paul F Clemens
Officer — Executive Vice President
Period of report
Mar 15, 2017
Accepted (ET)
Mar 17, 2017 · 8:16 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 | 807 | $24.17 | D | 85,815 | D | |
| Common StockF2 | Mar 15, 2017 | A | 4,529 | $0.00 | A | 90,344 | D | |
| Common StockF3,F4 | Mar 15, 2017 | F | 691 | $24.17 | D | 89,653 | D | |
| Common Stock | holding | — | — | — | 2,003 | I | By IRA | |
| Common Stock | holding | — | — | — | 1,139 | 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 5,291 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 1,763 of the originally earned performance shares vested and were paid in shares of First Midwest Bancorp, Inc. Common Stock, of which 807 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, 1,511 vested immediately and were paid in shares of First Midwest Bancorp, Inc. Common Stock. The remaining 3,018 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 691 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.
- F44,781 of these shares are restricted stock units / performance shares.