SEC Form 4 · accession 0000899243-17-014975

CASCADE BANCORP · CACB

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

Reporting owner

Andrew J Gerlicher

Officer — EVP & GENERAL COUNSEL

Period of report

May 30, 2017

Accepted (ET)

Jun 1, 2017 · 3:49 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000865911

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	May 30, 2017	D	77,149	—	D	0	D

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)^F2	$6.60	May 30, 2017	D	300	D	Apr 14, 2013	Apr 14, 2020	Common Stock	300	0	D

Explanation of responses

F1Pursuant to the Merger Agreement (defined below), each outstanding share of common stock of the Issuer (defined below) was converted into the right to receive $1.91 in cash plus 0.14864 shares of First Interstate Class A common stock. First Interstate Class A common stock had a closing market value of $34.30 on the date of the merger.
F2Pursuant to the Merger Agreement, each outstanding option to acquire common stock of the Issuer was cancelled in exchange for the right to receive cash in an amount equal to (i) the difference between $7.54 and the exercise price of such option multiplied by (ii) the number of shares of Cascade common stock subject to such option.

Remarks

All outstanding securities and derivatives issued by Cascade Bancorp (the "Issuer") were disposed of pursuant to the Agreement and Plan of Merger, dated November 17, 2016, between First Interstate BancSystem, Inc. ("First Interstate"), and the Issuer (the "Merger Agreement"), pursuant to which, on May 30, 2017, Cascade Bancorp merged with and into First Interstate, with First Interstate surviving the merger.