WALTER FRANK E 4

4 · HEARTLAND FINANCIAL USA INC · Filed Mar 16, 2018

Form 4

Period: 2018-03-11

EVP Commercial Banking

Transactions

Tax Payment
2014 Time-Based Restricted Stock
2018-03-11$56.00/sh−441$24,696→ 0 total
→ Common Stock (442 underlying)
Exercise/Conversion
Common Stock
2018-03-11$56.00/sh+311$17,416→ 18,576 total

Holdings

2016 Time-Based Restricted Stock
→ Common Stock (361 underlying)
0
2017 Performance Based Restricted Stock (1-year performance)
→ Common Stock (473 underlying)
2018 Performance Based Restricted Stock (3-year performance)
→ Common Stock (706 underlying)
0
2017 Time-Based Restricted Stock
→ Common Stock (517 underlying)
0
2016 Performance Based Restricted Stock (3-year performance)
→ Common Stock (575 underlying)
2016 Performance Based Restricted Stock (1-year performance)
→ Common Stock (1,207 underlying)
2014 Time-Based Restricted Stock
→ Common Stock (883 underlying)
0
2018 Performance Based Restricted Stock (1-year performance)
→ Common Stock (529 underlying)
0
2017 Performance Based Restricted Stock (3-year performance)
→ Common Stock (387 underlying)
Common Stock
18,265
2018 Time-Based Restricted Stock
→ Common Stock (529 underlying)
0
2015 Time-Based Restricted Stock
→ Common Stock (883 underlying)
0

Footnotes (13)

[F1]Of these shares 9,558 shares are held in Jt. Ten.
[F10]These restricted stock units vest in 2019 if certain performance measures are achieved by the Issuer.
[F11]These restricted stock units vest on 1-19-2019 if certain performance measures are achieved by the Issuer.
[F12]Of these restricted stock units, 1/3 vest on 1-20-2018, 1/3 vest on 1-20-2019, and 1/3 vest on 1-20-2020.
[F13]Of these restricted stock units, 1/3 vest on 3-11-2017, 1/3 vest on 3-11-2018, and 1/3 vest on 3-11-2019.
[F2]Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
[F3]Of these restricted stock units, 1/3 vest on 3-6-2019, 1/3 vest on 3-6-2020, and 1/3 vest on 3-6-2021.
[F4]These restricted stock units vest in 2021 if certain performance measures are achieved by the Issuer.
[F5]These restricted stock units vest on 3-6-2021 if certain performance measures are achieved by the Issuer.
[F6]Of these restricted stock units, 1/3 vest in 01-2018, 1/3 vest in 01-2019 and 1/3 vest in 01-2020.
[F7]These restricted stock units vest in 2020 if certain performance measures are achieved by the Issuer.
[F8]These restricted stock units vest on 1-19-2020 if certain performance measures are achieved by the Issuer.
[F9]Of these restricted stock units, 1/3 vest on 1-19-2017, 1/3 vest on 1-19-2018, and 1/3 vest on 1-19-2019.

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