SEC Form 4 · accession 0001179110-18-005193

MAINSOURCE FINANCIAL GROUP · MSFG

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — EVP and CFO

Period of report

Apr 1, 2018

Accepted (ET)

Apr 3, 2018 · 3:57 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000720002

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	D/I	Nature of ownership
Common stock^F1	Apr 1, 2018	D	21,611	—	D	D
Common Stock^F1	Apr 1, 2018	D	11,365	—	D	I	By 401-k Plan
Common Stock^F1	Apr 1, 2018	D	292	—	D	I	As UTMA Custodian for Daughter
Common Stock^F1	Apr 1, 2018	D	427	—	D	I	As UTMA Custodian for Son

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option (Right to Buy)^F2	$13.67	Apr 1, 2018	D	2,566	D	—	Apr 11, 2023	Common Stock	2,566	0	D
Stock Option (Right to Buy)^F2	$16.08	Apr 1, 2018	D	3,766	D	—	Feb 3, 2024	Common Stock	3,766	0	D

F1On April 1, 2018, MainSource completed its previously announced merger (the "Merger") with First Financial Bancorp, pursuant to an Agreement and Plan of Merger, dated as of July 25, 2017, between MainSource and First Financial. In accordance with the terms of the Merger Agreement, at the effective time of the Merger each share of MainSource common stock issued an outstanding immediately prior to the Merger was converted into the right to receive 1.3875 shares of common stock of First Financial Bancorp. A cash payment of equal value was made in lieu of the issuance of fractional shares.
F2This stock option was assumed by First Financial in the Merger and converted into an option to purchase from First Financial common shares on the same terms and conditions as were applicable under such MainSource option, a number of shares of First Financial common stock determined by multiplying (x) the number of shares of MainSource common stock subject to such MainSource common stock option immediately prior to the effective time by (y) the exchange ratio, at a per share exercise price equal to the quotient obtained by dividing (i) the per share exercise price for each share of MainSource common stock subject to such MainSource stock option by (ii) 1.3875.

As authorized by Power of Attorney