0001127602-19-009065.txt : 20190228 0001127602-19-009065.hdr.sgml : 20190228 20190228213039 ACCESSION NUMBER: 0001127602-19-009065 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: Wildman Brian J CENTRAL INDEX KEY: 0001374089 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36599 FILM NUMBER: 19646477 MAIL ADDRESS: STREET 1: C/O MB FINANCIAL INC STREET 2: 6111 NORTH RIVER ROAD CITY: ROSEMONT STATE: IL ZIP: 60018 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 0001374089 Wildman Brian J 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 6003 45.58 A 28258 D Common Stock 2019-02-27 4 F 0 2718 45.58 D 25540 D Common Stock 1734 I By 401(k) Common Stock 4510 I By Deferred Comp Plan Common Stock 200 I By IRA Performance Share Units 0 2019-02-27 4 M 0 6003 0 D Common Stock 6003 0 D Stock Option (Right to Buy) 31.26 2016-02-25 2025-02-25 Common Stock 766 766 D Stock Option (Right to Buy) 30.33 2017-02-24 2026-02-24 Common Stock 4676 4676 D Restricted Stock Units 0 Common Stock 1065 1065 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 1596 1596 D Stock Option (Right to Buy) 41.01 Common Stock 3735 3735 D Performance Share Units 0 Common Stock 4389 4389 D Restricted Stock Units 0 Common Stock 2633 2633 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 5,326 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 6,003 PSUs, representing 112.72% of the target number of PSUs, for which the reporting person became entitled to 6,003 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 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 24, 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 22, 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. /s/ Doria L. Koros, attorney-in-fact for Mr. Wildman 2019-02-28