0001225208-15-015987.txt : 20150728 0001225208-15-015987.hdr.sgml : 20150728 20150728162403 ACCESSION NUMBER: 0001225208-15-015987 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150724 FILED AS OF DATE: 20150728 DATE AS OF CHANGE: 20150728 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COMMUNITY FINANCIAL SHARES INC CENTRAL INDEX KEY: 0001123735 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 364387843 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 357 ROOSEVELT ROAD CITY: GLEN ELLYN STATE: IL ZIP: 60137 BUSINESS PHONE: 6305450900 MAIL ADDRESS: STREET 1: 357 ROOSEVELT ROAD CITY: GLEN ELLYN STATE: IL ZIP: 60137 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dieter Raymond A JR CENTRAL INDEX KEY: 0001343914 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51296 FILM NUMBER: 151009952 MAIL ADDRESS: STREET 1: COMMUNITY FINANCIAL SHARES, INC. STREET 2: 357 ROOSEVELT ROAD CITY: GLEN ELLYN STATE: IL ZIP: 60137 4 1 doc4.xml X0306 4 2015-07-24 1 0001123735 COMMUNITY FINANCIAL SHARES INC CFIS 0001343914 Dieter Raymond A JR 357 ROOSEVELT ROAD GLEN ELLYN IL 60137 1 Common Stock 2015-07-24 4 D 0 99536.0000 0 D 0.0000 D Common Stock 2015-07-24 4 D 0 2776.0000 0 D 0.0000 I Wife's Trust Pursuant to an Agreement and Plan of Merger, dated as of March 2, 2015 among the issuer, Wintrust Financial Corporation and Wintrust Merger Sub LLC (the "Merger Agreement"), each share of issuer common stock was converted into the right to receive 0.013 shares of Wintrust Financial Corporation common stock and $0.71 in cash, plus cash in lieu of a fraction of a share of Wintrust common stock to which the holder might otherwise be entitled, such amount being determined by multiplying such fraction by $54.37. Accordingly, on July 24, 2015, the effective date of the merger, the reporting person's shares of issuer common stock were disposed of in exchange for 1,293 shares of Wintrust Financial Corporation common stock and $70,723.19 in cash. Pursuant to the Merger Agreement each share of issuer common stock was converted into the right to receive 0.013 shares of Wintrust Financial Corporation common stock and $0.71 in cash, plus $54.37 for any fractional share of Wintrust Financial Corporation common stock to which the individual would have been otherwise entitled. Accordingly, on July 24, 2015, the effective date of the merger, the reporting person's shares of issuer common stock were disposed of in exchange for 36 shares of Wintrust Financial Corporation common stock and $1,975.74 in cash. Exhibit List: Exhibit 24 Power of Attorney /s/ Christopher Barton, Power of Attorney 2015-07-28 EX-24 2 rdieterpoa.txt POWER OF ATTORNEY I, Raymond A. Dieter, Jr., Director of Community Financial Shares, Inc. (the "Corporation"), hereby authorize and designate Donald H. Wilson, Eric J. Wedeen, Christopher P. Barton or any partner of the law firm of Kilpatrick Townsend & Stockton LLP as my agent and attorney-in-fact, with full power of substitution, to: (1) prepare and sign on my behalf any Form 3, Form 4 or Form 5 under Section 16 of the Securities Exchange Act of 1934 with respect to the Corporation's securities and file the same with the Securities and Exchange Commission and each stock exchange on which the Corporation's stock is listed; (2) prepare and sign on my behalf any Form 144 Notice under the Securities Act of 1933 with respect to a sale by me or on my behalf of the Corporation's securities and file the same with the Securities and Exchange Commission; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Corporation assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Corporation, unless earlier revoked by the undersigned in a signed and dated writing delivered to each of the foregoing attorneys-in-fact. Date: 07/16/2015 /s/ Raymond A. Dieter, Jr. --------- ---------------------- Raymond A. Dieter, Jr.