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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Daniels C. Bryan C/O PRAIRIE CAPITAL, INC. 191 N. WACKER DRIVE, SUITE 800 CHICAGO, IL 60606 |
X |
/s/ Doria L. Koros, attorney-in-fact for C. Bryan Daniels | 08/26/2016 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Received in exchange for 179,605 shares of the common stock of American Chartered Bancorp, Inc. ("American Chartered") in connection with the merger of American Chartered with and into MB Financial, Inc. ("MB Financial"), which was completed on August 24, 2016. Pursuant to the merger agreement between MB Financial and American Chartered, holders of American Chartered common stock had the right to elect to receive, for each share of American Chartered common stock held by them immediately prior to the effective time of the merger, $9.30 in cash (the "Cash Consideration") or 0.2732 shares of MB Financial common stock, with cash in lieu of fractional MB Financial shares (the "Stock Consideration"), subject to proration based on the elections of other American Chartered security holders. The reporting person elected to receive the Stock Consideration for all of his shares of American Chartered common stock. The 49,068 shares of MB Financial common stock reported as acquired by the reporting person in the merger assumes no proration. |
(2) | The reported securities are held of record by Prairie Capital IV, L.P. ("PC"). Mr. Daniels is a Managing Member of D&K, which in turn is the sole general partner of PC. As a result, each of Mr. Daniels and D&K may be deemed to beneficially own the reported securities. |
(3) | The reported securities are held of record by Prairie Capital IV QP, L.P. ("PCQP"). Mr. Daniels is a Managing Member of Daniels & King Capital IV, L.L.C. ("D&K"), which in turn is the sole general partner of PCQP. As a result, each of Mr. Daniels and D&K may be deemed to beneficially own the reported securities. |