SEC Form 4 · accession 0001209191-15-067317
LNB BANCORP INC · LNBB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Frederick D. DiSanto
Director
Period of report
Aug 14, 2015
Accepted (ET)
Aug 21, 2015 · 2:55 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000737210
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| LNB Bancorp, Inc. Common StockF1 | Aug 14, 2015 | D | 66,849 | — | D | 0 | D | |
| LNB Bancorp Inc. Common StockF1 | Aug 14, 2015 | D | 6,000 | — | D | 0 | I | Held by Spouse's Trust |
| LNB Bancorp, Inc. Common StockF1 | Aug 14, 2015 | D | 8,290 | — | D | 0 | I | Held by Frederick D. DiSanto IRA |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Under the Agreement and Plan of Merger ("Merger Agreement"), dated December 15, 2014, between Northwest Bancshares, Inc. ("Northwest") and LNB Bancorp, Inc. ("LNB"), the holder has the right to elect to receive consideration of either 1.461 shares of Northwest common stock or $18.70 in cash for each LNB common share, subject to proration to ensure that, in the aggregate, 50% of LNB's common shares will be converted into Northwest stock. No fractional shares of Northwest common stock will be issued, and the cash in lieu amount will be determined by multiplying such fractional share amount by $12.66. As of the date of this Form 4, the calculations related to the election and proration procedures set forth in the Merger Agreement have not been completed. Accordingly, it is not possible at this time to determine the form of merger consideration to be received by the Reporting Person.