4//SEC Filing
Heckler Mark A. 4
Accession 0001127602-19-013304
CIK 0001139812other
Filed
Mar 26, 8:00 PM ET
Accepted
Mar 27, 10:09 AM ET
Size
45.6 KB
Accession
0001127602-19-013304
Insider Transaction Report
Form 4
Transactions
- Disposition to Issuer
Common Stock
2019-03-22−47,595→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2019-03-22−4,343→ 0 totalExercise: $20.40From: 2013-08-29Exp: 2022-08-29→ Common Stock (4,343 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2019-03-22−4,241→ 0 totalExercise: $27.09From: 2014-08-28Exp: 2023-08-28→ Common Stock (4,241 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2019-03-22−4,007→ 0 totalExercise: $29.80From: 2015-02-26Exp: 2024-02-26→ Common Stock (4,007 underlying) - Disposition to Issuer
Restricted Stock Units
2019-03-22−1,068→ 0 totalExercise: $0.00→ Common Stock (1,068 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2019-03-22−3,774→ 0 totalExercise: $45.67→ Common Stock (3,774 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2019-03-22−4,100→ 0 totalExercise: $17.20From: 2014-07-28Exp: 2020-09-28→ Common Stock (4,100 underlying) - Disposition to Issuer
Restricted Stock Units
2019-03-22−1,576→ 0 totalExercise: $0.00→ Common Stock (1,576 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2019-03-22−3,825→ 0 totalExercise: $12.09From: 2013-07-22Exp: 2019-07-22→ Common Stock (3,825 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2019-03-22−4,296→ 0 totalExercise: $41.01→ Common Stock (4,296 underlying) - Disposition to Issuer
Common Stock
2019-03-22−2,429→ 0 total(indirect: By Deferred Comp Plan) - Disposition to Issuer
Stock Option (Right to Buy)
2019-03-22−3,076→ 0 totalExercise: $31.26From: 2016-02-25Exp: 2025-02-25→ Common Stock (3,076 underlying) - Disposition to Issuer
Restricted Stock Units
2019-03-22−689→ 0 totalExercise: $0.00→ Common Stock (689 underlying) - Disposition to Issuer
Restricted Stock Units
2019-03-22−8,140→ 0 totalExercise: $0.00→ Common Stock (8,140 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2019-03-22−4,689→ 0 totalExercise: $30.33From: 2017-02-24Exp: 2026-02-24→ Common Stock (4,689 underlying) - Disposition to Issuer
Performance Share Units
2019-03-22−3,579→ 0 totalExercise: $0.00→ Common Stock (3,579 underlying) - Disposition to Issuer
Performance Share Units
2019-03-22−8,834→ 0 totalExercise: $0.00→ Common Stock (8,834 underlying) - Disposition to Issuer
Restricted Stock Units
2019-03-22−3,028→ 0 totalExercise: $0.00→ Common Stock (3,028 underlying)
Footnotes (15)
- [F1]Disposed of upon completion of the merger (the "Merger") of a wholly owned subsidiary of Fifth Third Bancorp ("Fifth Third") with and into the Issuer, effective March 22, 2019. Pursuant to the Agreement and Plan of Merger, dated as of May 20, 2018, between the Issuer and Fifth Third (the "Merger Agreement"), upon completion of the Merger, each outstanding share of the Issuer's common stock converted into the right to receive 1.45 shares of Fifth Third common stock and $5.54 in cash. The closing price per share of Fifth Third common stock on March 21, 2019, the last trading day prior to completion of the Merger, was $25.48.
- [F10]Reflects the number of performance share units earned at the end of the performance period, as determined at the closing of the Merger. These performance share units were assumed by Fifth Third upon completion of the Merger and converted into Fifth Third restricted stock units as provided under the terms of the Merger Agreement.
- [F11]Restricted Stock Units granted to the reporting person under the Issuer's Amended and Restated Omnibus Incentive Plan equal to the same amount of shares of common stock. The remaining restricted stock units are scheduled to vest in one-half annual increments beginning February 28, 2020.
- [F12]Option to purchase shares of common stock granted to reporting person under Issuer's Amended and Restated Omnibus Incentive Plan. The option vests annually over 4 years (25% per year beginning February 28, 2019).
- [F13]Restricted Stock Units granted to the reporting person under the Issuer's Amended and Restated Omnibus Incentive Plan equal to the same amount of shares of common stock. The remaining restricted stock units are scheduled to vest in one-third annual increments beginning February 28, 2020.
- [F14]Restricted Stock Units granted to the reporting person under the Issuer's Amended and Restated Omnibus Incentive Plan equal to the same amount of shares of common stock. The restricted stock units vest annually over 4 years (25% per year beginning February 27, 2020).
- [F15]Option to purchase shares of common stock granted to the reporting person under Issuer's Amended and Restated Omnibus Incentive Plan. The option is 100% vested.
- [F2]Represents approximate equivalent number of shares of the Issuer's common stock held in the reporting person's account under the Issuer's Stock Deferred Compensation Plan, based on the most recent plan account statement. The approximate equivalent number of shares is equal to the dollar value of the reporting person's plan account divided by the closing price of the Issuer's common stock. As a result, the equivalent number of shares fluctuated with changes in the market price of the Issuer's common stock.
- [F3]Grant to reporting person of option to purchase shares of common stock under Issuer's Amended and Restated Omnibus Incentive Plan. The option vests ratably over 4 years (25% per year).
- [F4]This option was assumed by Fifth Third upon completion of the Merger and converted into an option to purchase Fifth Third common stock as provided under the terms of the Merger Agreement.
- [F5]Option to purchase shares of common stock granted to the reporting person under Issuer's Omnibus Incentive Plan. The option vests annually over 4 years (25% per year beginning on February 25, 2016).
- [F6]Option to purchase shares of common stock granted to reporting person under Issuer's Amended and Restated Omnibus Incentive Plan. The option vests annually over 4 years (25% per year beginning February 24, 2017).
- [F7]Restricted Stock Units granted to the reporting person under the Issuer's Amended and Restated Omnibus Incentive Plan equal to the same amount of shares of common stock. The remaining restricted stock units are scheduled to vest on February 28, 2020.
- [F8]These restricted stock units were assumed by Fifth Third upon completion of the Merger and converted into Fifth Third restricted stock units as provided under the terms of the Merger Agreement.
- [F9]Option to purchase shares of common stock granted to reporting person under Issuer's Amended and Restated Omnibus Incentive Plan. The option vests annually over 4 years (25% per year beginning February 22, 2018).
Documents
Issuer
MB FINANCIAL INC /MD
CIK 0001139812
Entity typeother
Related Parties
1- filerCIK 0001501110
Filing Metadata
- Form type
- 4
- Filed
- Mar 26, 8:00 PM ET
- Accepted
- Mar 27, 10:09 AM ET
- Size
- 45.6 KB