8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 10, 2018

MB FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
Maryland	001-36599	36-4460265
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)
800 West Madison Street, Chicago, Illinois 60607
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code:  (888) 422-6562
N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [   ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  [   ] 

Item 8.01 Other Events

On September 10, 2018, MB Financial, Inc. (the “Company”) issued a press release announcing that FOBB Statutory Trust III (the “Trust”) will redeem all of the Trust’s issued and outstanding capital (preferred) securities (the “Capital Securities”) on October 23, 2018, at an aggregate redemption price of $5.0 million plus accrued and unpaid interest to the redemption date totaling approximately $0.1 million. The redemption of the Capital Securities is a result of the concurrent redemption that will be made by the Company, as successor in interest to First Oak Brook Bancshares, Inc., of its Floating Rate Junior Subordinated Debt Securities due 2034, all of which are held by the Trust.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit 99.1 Press release dated September 10, 2018

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		MB FINANCIAL, INC.
Date:	September 11, 2018	By:	/s/Randall T. Conte
			Randall T. Conte
			Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

MB Financial, Inc.

800 West Madison Street

Chicago, Illinois 60607

1 (888) 422-6562

NASDAQ: MBFI

PRESS RELEASE

For Information at MB Financial, Inc. contact:

Berry Allen – Investor Relations

E-Mail: beallen@mbfinancial.com

FOR IMMEDIATE RELEASE

MB Financial, Inc. Announces Redemption of Certain of its Trust Preferred Securities

CHICAGO (September 10, 2018) - MB Financial, Inc. (the “Company”) (NASDAQ: MBFI) announced today that FOBB Statutory Trust III (the “Trust”) will redeem all of the Trust’s issued and outstanding capital (preferred) securities (the “Capital Securities”) on October 23, 2018. The aggregate redemption price (the “Redemption Price”) is $5.0 million plus accrued and unpaid interest to the redemption date, totaling approximately $0.1 million.

The redemption of the Capital Securities is a result of the concurrent redemption that will be made by the Company, as the successor in interest to First Oak Brook Bancshares, Inc., of its Floating Rate Junior Subordinated Debt Securities due 2034, all of which are held by the Trust. 

Notice of the redemption and payment of the aggregate Redemption Price will be made to registered holders of the Capital Securities on the Trust’s behalf by Wilmington Trust Company (the “Trustee”). The Capital Securities are to be surrendered for payment of the Redemption Price to Wilmington Trust Company, 1100 North Market Street, Rodney Square North, Wilmington, Delaware 19890; Attn: Workflow Management - 5th Floor. Questions regarding the redemption of the Capital Securities may be directed to the Trustee by calling 302-636-6398.

MB Financial, Inc. is the Chicago-based holding company for MB Financial Bank, N.A. (“MB”) which has approximately $20 billion in assets and a more than one hundred year history of building deep and lasting relationships with middle-market companies and individuals. MB offers a full range of powerful financial solutions and the expertise and experience of bankers who are focused on their clients’ success. Learn more about MB by visiting www.mbfinancial.com.

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Safe Harbor Statement: Statements in this press release that are not historical facts are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. By their nature, such statements are subject to numerous factors that could cause actual results to differ materially from those anticipated in the statements, as discussed in MB Financial Inc.’s filings with the Securities and Exchange Commission. You should not place undue reliance on any forward-looking statements and MB Financial, Inc. undertakes no obligation to update any such statements to reflect circumstances or events that occur after the date on which the forward-looking statement is made.