| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
FIRST INDIANA CORP [ FINB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/02/2008 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock(1) | 01/02/2008 | 01/02/2008 | D | 295,996 | D | $32 | 0 | D | ||
| Common Stock | 01/02/2008 | 01/02/2008 | D | 207 | D | $32 | 0 | I | by Managed Account | |
| Common Stock | 01/02/2008 | 01/02/2008 | D | 1,051,626 | D | $32 | 0 | I | by Partnership | |
| Common Stock | 01/02/2008 | 01/02/2008 | D | 720,397 | D | $32 | 0 | I | by Trust | |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Non-Qualified Stock Option (right to buy) | $10.4(2) | 01/02/2008 | 01/02/2008 | D | 4,628 | 02/17/2001 | 02/17/2009 | Common Stock | 4,628 | $32 | 0 | D | |||
| Non-Qualified Stock Option (right to buy) | $11.96(2) | 01/02/2008 | 01/02/2008 | D | 15,625 | 02/16/2000 | 02/15/2009 | Common Stock | 15,625 | $32 | 0 | D | |||
| Non-Qualified Stock Option (right to buy) | $12.8(2) | 01/02/2008 | 01/02/2008 | D | 23,437 | 01/20/2001 | 01/20/2010 | Common Stock | 23,437 | $32 | 0 | D | |||
| Non-Qualified Stock Option (right to buy) | $13.95(2) | 01/02/2008 | 01/02/2008 | D | 31,895 | 01/17/2003 | 01/17/2012 | Common Stock | 31,895 | $32 | 0 | D | |||
| Non-Qualified Stock Option (right to buy) | $14.47(2) | 01/02/2008 | 01/02/2008 | D | 14,341 | 11/19/2004 | 11/19/2013 | Common Stock | 14,341 | $32 | 0 | D | |||
| Non-Qualified Stock Option (right to buy) | $14.9(2) | 01/02/2008 | 01/02/2008 | D | 39,062 | 01/17/2002 | 01/17/2011 | Common Stock | 39,062 | $32 | 0 | D | |||
| Non-Qualified Stock Option (right to buy) | $15.6(2) | 01/02/2008 | 01/02/2008 | D | 18,750 | 01/22/1999 | 01/21/2008 | Common Stock | 18,750 | $32 | 0 | D | |||
| Non-Qualified Stock Option (right to buy) | $15.63(2) | 01/02/2008 | 01/02/2008 | D | 21,250 | 11/20/2003 | 11/20/2012 | Common Stock | 21,250 | $32 | 0 | D | |||
| Explanation of Responses: |
| 1. Shares acquired pursuant to the Reporting Person's election in accordance with the Agreement and Plan of Reorganization dated April 19, 2000 between First Indiana Corporation and The Somerset Group, Inc. The merger was effective September 29, 2000. On the effective day of the merger, closing price of Somerset common stock was $28.25 per share and the closing proce of First Indiana Bank was $26.0625 per share. |
| 2. THis option which became fully vested upon the consummation of the merger between the issuer and M & I LLC, was cancelled in the merger in exchange for a cash payment of the excess of $32.00 per share over the exercise price. |
| By: William J. Brunner For: Marni McKinney | 01/02/2008 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||