0001209191-15-067700.txt : 20150825
0001209191-15-067700.hdr.sgml : 20150825
20150825120138
ACCESSION NUMBER: 0001209191-15-067700
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150814
FILED AS OF DATE: 20150825
DATE AS OF CHANGE: 20150825
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: LNB BANCORP INC
CENTRAL INDEX KEY: 0000737210
STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022]
IRS NUMBER: 341406303
STATE OF INCORPORATION: OH
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 457 BROADWAY
CITY: LORAIN
STATE: OH
ZIP: 44052-1769
BUSINESS PHONE: 440-244-6000
MAIL ADDRESS:
STREET 1: 457 BROADWAY
CITY: LORAIN
STATE: OH
ZIP: 44052-1769
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Miles Mary E
CENTRAL INDEX KEY: 0001333771
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-13203
FILM NUMBER: 151072504
MAIL ADDRESS:
STREET 1: LORAIN NATIONAL BANK
STREET 2: 457 BROADWAY
CITY: LORAIN
STATE: OH
ZIP: 44052
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-08-14
1
0000737210
LNB BANCORP INC
LNBB
0001333771
Miles Mary E
LORAIN NATIONAL BANK
457 BROADWAY
LORAIN
OH
44052
0
1
0
0
Sr. V.P. - Human Resources
LNB Bancorp, Inc. Common Stock
2015-08-14
4
D
0
5500
D
0
D
LNB Bancorp, Inc. Common Stock
2015-08-14
4
D
0
6333
D
0
D
Stock Option (Right to Buy)
14.47
2015-08-14
4
D
0
2500
0.00
D
2018-02-04
Common Shares
2500
0
D
Stock Option (Right to Buy)
5.39
2015-08-14
4
D
0
5000
0.00
D
2022-01-30
Common Shares
5000
0
D
Stock Option (Right to Buy)
9.07
2015-08-14
4
D
0
5417
0.00
D
2023-05-09
Common Shares
5417
0
D
Stock Option (Right to Buy)
11.03
2015-08-14
4
D
0
6500
0.00
D
2024-05-20
Common Shares
6500
0
D
Under the Agreement and Plan of Merger ("Merger Agreement"), dated December 15, 2014, between Northwest Bancshares, Inc. ("Northwest") and LNB Bancorp, Inc. ("LNB"), the holder has the right to elect to receive consideration of either 1.461 shares of Northwest common stock or $18.70 in cash for each LNB common share, subject to proration to ensure that, in the aggregate, 50% of LNB's common shares will be converted into Northwest stock. No fractional shares of Northwest common stock will be issued, and the cash in lieu amount will be determined by multiplying such fractional share amount by $12.66. As of the date of this Form 4, the calculations related to the election and proration procedures set forth in the Merger Agreement have not been completed. Accordingly, it is not possible at this time to determine the form of merger consideration to be received by the Reporting Person.
This option, which provided for vesting in three equal annual installments beginning February 4, 2009, was exchanged in the merger for a cash payment of $10,575 representing the difference between $18.70 and the exercise price of such LNB stock option.
This option, which provided for vesting in three equal annual installments beginning January 30, 2013, was exchanged in the merger for a cash payment of $66,550 representing the difference between $18.70 and the exercise price of such LNB stock option.
This option, which provided for vesting in three equal annual installments beginning May 9, 2014, was exchanged in the merger for a cash payment of $52,165 representing the difference between $18.70 and the exercise price of such LNB stock option.
This option, which provided for vesting in three equal annual installments beginning May 20, 2015, was exchanged in the merger for a cash payment of $49,855 representing the difference between $18.70 and the exercise price of such LNB stock option.
/s/Mary E. Miles, by James Nicholson as attorney-in-fact, pursuant to Power of Attorney
2015-08-19