0001127602-19-009060.txt : 20190228 0001127602-19-009060.hdr.sgml : 20190228 20190228210531 ACCESSION NUMBER: 0001127602-19-009060 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190227 FILED AS OF DATE: 20190228 DATE AS OF CHANGE: 20190228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Heckler Mark A. CENTRAL INDEX KEY: 0001501110 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36599 FILM NUMBER: 19646414 MAIL ADDRESS: STREET 1: C/O MB FINANCIAL INC/MD STREET 2: 1200 NORTH ASHLAND AVENUE CITY: CHICAGO STATE: IL ZIP: 60622 FORMER NAME: FORMER CONFORMED NAME: Heckler Mark Alexander DATE OF NAME CHANGE: 20100910 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MB FINANCIAL INC /MD CENTRAL INDEX KEY: 0001139812 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 364460265 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 800 WEST MADISON STREET CITY: CHICAGO STATE: IL ZIP: 60607 BUSINESS PHONE: 888-422-6562 MAIL ADDRESS: STREET 1: 6111 NORTH RIVER ROAD CITY: ROSEMONT STATE: IL ZIP: 60018 FORMER COMPANY: FORMER CONFORMED NAME: MB FINANCIAL INC /MD DATE OF NAME CHANGE: 20011115 FORMER COMPANY: FORMER CONFORMED NAME: MB FINANCIAL INC/IL DATE OF NAME CHANGE: 20011113 FORMER COMPANY: FORMER CONFORMED NAME: MB MIDCITY INC DATE OF NAME CHANGE: 20010502 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2019-02-27 0001139812 MB FINANCIAL INC /MD MBFI 0001501110 Heckler Mark A. C/O MB FINANCIAL, INC. 6111 NORTH RIVER ROAD ROSEMONT IL 60018 1 Exec. Officer of Subsidiary Common Stock 2019-02-27 4 M 0 6020 45.58 A 50323 D Common Stock 2019-02-27 4 F 0 2728 45.58 D 47595 D Common Stock 2429 I By Deferred Comp Plan Performance Share Units 0 2019-02-27 4 M 0 6020 0 D Common Stock 6020 0 D Stock Option (Right to Buy) 20.40 2013-08-29 2022-08-29 Common Stock 4343 4343 D Stock Option (Right to Buy) 27.09 2014-08-28 2023-08-28 Common Stock 4241 4241 D Stock Option (Right to Buy) 29.80 2015-02-26 2024-02-26 Common Stock 4007 4007 D Stock Option (Right to Buy) 31.26 2016-02-25 2025-02-25 Common Stock 3076 3076 D Stock Option (Right to Buy) 30.33 2017-02-24 2026-02-24 Common Stock 4689 4689 D Restricted Stock Units 0 Common Stock 1068 1068 D Stock Option (Right to Buy) 45.67 Common Stock 3774 3774 D Performance Share Units 0 Common Stock 3941 3941 D Restricted Stock Units 0 Common Stock 1576 1576 D Stock Option (Right to Buy) 41.01 Common Stock 4296 4296 D Performance Share Units 0 Common Stock 5048 5048 D Restricted Stock Units 0 Common Stock 689 689 D Restricted Stock Units 0 Common Stock 3028 3028 D Stock Option (Right to Buy) 12.09 2013-07-22 2019-07-22 Common Stock 3825 3825 D Stock Option (Right to Buy) 17.20 2014-07-28 2020-09-28 Common Stock 4100 4100 D Transaction represents the settlement of performance share units ("PSUs"). These PSUs represented the right to receive a number of shares of the issuer's common stock, ranging from 25% to 175% of a target number of 5,341 shares (which was the number of PSUs previously reported as having been awarded to the reporting person) depending on the level of achievement relative to a specified performance goal (total shareholder return relative to a comparison group) during the performance period. Based on the actual level of achievement during the performance period, the reporting person vested in 6,020 PSUs, representing 112.72% of the target number of PSUs, for which the reporting person became entitled to 6,020 shares of the issuer's common stock. Transaction represents withholding of shares to satisfy tax withholding obligation in connection with the vesting and settlement of PSUs as described in footnote 1. 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 will fluctuate with changes in the market price of the Issuer's common stock. Performance based vesting 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). 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). 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). 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. 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). 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. 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). 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. 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. /s/ Doria L. Koros, attorney-in-fact for Mr. Heckler 2019-02-28