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4//SEC Filing

PRIVATEBANCORP, INC 4

Accession 0001127602-17-022228

CIK 0000889936operating

Filed

Jun 26, 8:00 PM ET

Accepted

Jun 27, 3:30 PM ET

Size

17.6 KB

Accession

0001127602-17-022228

Insider Transaction Report

Form 4
Period: 2017-06-23
Hague Bruce R.
Pres. of Natl. Com. Banking
Transactions
  • Disposition to Issuer

    Common Stock

    2017-06-231,3000 total(indirect: By Spouse)
  • Disposition to Issuer

    Phantom Stock Units

    2017-06-236,127.3720 total
    Common Stock (6,127.372 underlying)
  • Disposition to Issuer

    Common Stock

    2017-06-23149,673.070 total
  • Disposition to Issuer

    Option To Purchase Common Stock

    2017-06-236,1310 total
    Exercise: $34.13From: 2019-03-01Exp: 2026-02-19Common Stock (6,131 underlying)
  • Disposition to Issuer

    Option To Purchase Common Stock

    2017-06-237,1490 total
    Exercise: $27.94From: 2017-03-01Exp: 2024-02-21Common Stock (7,149 underlying)
  • Disposition to Issuer

    Option To Purchase Common Stock

    2017-06-235,9780 total
    Exercise: $35.16From: 2018-03-01Exp: 2025-02-20Common Stock (5,978 underlying)
Footnotes (8)
  • [F1]Represents 99,357.07 shares of issuer common stock, 17,042 unvested restricted stock units, 9,661 vested restricted stock units, 10,184 shares of common stock issuable under performance share units granted to the reporting person in 2013, 11,656 shares of common stock issuable under performance share units granted to the reporting person in 2014 and 1,773 shares of common stock issuable under performance share units granted to the reporting person in 2015. Pursuant to the Agreement and Plan of Merger among Canadian Imperial Bank of Commerce ("CIBC"), CIBC Holdco Inc. and the issuer, dated June 29, 2016, as amended (the "Merger Agreement"), each share of common stock of the issuer was converted into the right to receive: (i) $27.20 in cash; and (ii) 0.4176 common shares of CIBC. The closing price of CIBC common stock on June 22, 2017, the last trading day prior to the effective time of the merger, was $80.95 per share. Pursuant to the Merger Agreement, each unvested restricted stock unit award was converted into a cash-settled CIBC restricted stock unit award relating to 0.7572 CIBC common shares. Pursuant to the Merger Agreement, each vested restricted stock unit award was cancelled and converted into the right to receive a cash payment of $60.6452. Pursuant to the Merger Agreement, each performance share unit granted to the reporting person in 2013 was converted into a cash-settled CIBC restricted stock unit award relating to 0.7572 CIBC common shares. Pursuant to the Merger Agreement, each performance share unit granted to the reporting person in 2014 was cancelled and converted into the right to receive a cash payment of $60.6452. Pursuant to the Merger Agreement, each performance share unit granted to the reporting person in 2015 was converted on the Effective Date into a cash-settled CIBC restricted stock unit award relating to 0.7572 CIBC common shares.
  • [F2]Pursuant to the Merger Agreement, each share of common stock of the issuer was converted into the right to receive: (i) $27.20 in cash; and (ii) 0.4176 common shares of CIBC. The closing price of CIBC common stock on June 22, 2017, the last trading day prior to the effective time of the merger, was $80.95 per share.
  • [F3]Pursuant to the Merger Agreement, each stock option was converted into an option to purchase 0.7572 shares of CIBC common stock for $36.90 per share.
  • [F4]Pursuant to the Merger Agreement, each stock option was converted into an option to purchase 0.7572 shares of CIBC common stock for $46.43 per share.
  • [F5]Pursuant to the Merger Agreement, each stock option was converted into an option to purchase 0.7572 shares of CIBC common stock for $45.07 per share.
  • [F6]The phantom stock units convert to common stock of the Issuer on a 1-for-1 basis.
  • [F7]The phantom stock units are to be settled in common stock of the Issuer upon the date previously elected by the reporting person.
  • [F8]Pursuant to the Merger Agreement, each phantom stock unit of the issuer was converted into a cash-settled phantom stock unit of CIBC relating to 0.7572 shares of CIBC.

Issuer

PRIVATEBANCORP, INC

CIK 0000889936

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0000889936

Filing Metadata

Form type
4
Filed
Jun 26, 8:00 PM ET
Accepted
Jun 27, 3:30 PM ET
Size
17.6 KB