FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
FIRST MIDWEST BANCORP INC [ FMBI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 12/16/2004 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|
1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 12/16/2004 | M(1) | 1,005 | A | $18.4 | 1,005 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | M(2) | 998 | A | $18.55 | 2,003 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | M(3) | 2,011 | A | $18.875 | 4,014 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | M(4) | 1,594 | A | $20.1334 | 5,608 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | M(5) | 854 | A | $21.7 | 6,462 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | M(6) | 2,500 | A | $22.5 | 8,962 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | M(7) | 2,342 | A | $26.255 | 11,304 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | M(8) | 402 | A | $28.695 | 11,706 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | F(1) | 504 | D | $0 | 11,202 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | F(2) | 504 | D | $0 | 10,698 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | F(3) | 1,034 | D | $0 | 9,664 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | F(4) | 874 | D | $0 | 8,790 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | F(5) | 505 | D | $0 | 8,285 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | F(6) | 1,532 | D | $0 | 6,753 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | F(7) | 1,674 | D | $0 | 5,079 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 12/16/2004 | F(8) | 314 | D | $0 | 4,765 | I | By NQ Stock Option Gain Deferral Plan Tr | ||
Common Stock | 6,983(9) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Non-Qualified Stock Option (right to buy) | $22.5 | 12/16/2004 | M(6) | 2,500 | 02/21/2002 | 02/21/2011 | Common Stock | 2,500 | $22.5 | 0 | D | ||||
Non-Qualified Stock Option (right to buy) | $28.695 | 12/16/2004 | M(8) | 402 | 02/20/2003 | 02/20/2012 | Common Stock | 402 | $28.695 | 1,813 | D | ||||
Non-Qualified Stock Option (right to buy) | $36.74 | 12/16/2004 | A(10) | 314 | 06/16/2005 | 02/20/2012 | Common Stock | 314 | $0 | 314 | D | ||||
Non-Qualified Stock Option (right to buy) | $26.255 | 12/16/2004 | M(7) | 2,342 | 02/19/2004 | 02/19/2013 | Common Stock | 2,342 | $26.255 | 0 | D | ||||
Non-Qualified Stock Option (right to buy) | $36.74 | 12/16/2004 | A(10) | 1,674 | 06/16/2005 | 02/19/2013 | Common Stock | 1,674 | $0 | 1,674 | D | ||||
Non-Qualified Stock Option (right to buy) | $36.74 | 12/16/2004 | A(10) | 1,532 | 06/16/2005 | 02/21/2011 | Common Stock | 1,532 | $0 | 1,532 | D | ||||
Non-Qualified Stock Option (right to buy) | $20.1334 | 12/16/2004 | M(4) | 1,594 | 11/19/1998 | 11/19/2007 | Common Stock | 1,594 | $20.1334 | 0 | D | ||||
Non-Qualified Stock Option (right to buy) | $36.74 | 12/16/2004 | A(10) | 874 | 06/16/2005 | 11/19/2007 | Common Stock | 874 | $0 | 874 | D | ||||
Non-Qualified Stock Option (right to buy) | $21.7 | 12/16/2004 | M(5) | 854 | 02/18/1999 | 02/18/2008 | Common Stock | 854 | $21.7 | 0 | D | ||||
Non-Qualified Stock Option (right to buy) | $36.74 | 12/16/2004 | A(10) | 505 | 06/16/2005 | 02/18/2008 | Common Stock | 505 | $0 | 505 | D | ||||
Non-Qualified Stock Option (right to buy) | $18.55 | 12/16/2004 | M(2) | 998 | 02/17/2000 | 02/17/2009 | Common Stock | 998 | $18.55 | 0 | D | ||||
Non-Qualified Stock Option (right to buy) | $36.74 | 12/16/2004 | A(10) | 504 | 06/16/2005 | 02/17/2009 | Common Stock | 504 | $0 | 504 | D | ||||
Non-Qualified Stock Option (right to buy) | $18.4 | 12/16/2004 | M(1) | 1,005 | 02/16/2001 | 02/16/2010 | Common Stock | 1,005 | $18.4 | 0 | D | ||||
Non-Qualified Stock Option (right to buy) | $36.74 | 12/16/2004 | A(10) | 504 | 06/16/2005 | 02/16/2010 | Common Stock | 504 | $0 | 504 | D | ||||
Non-Qualified Stock Option (right to buy) | $18.875 | 12/16/2004 | M(3) | 2,011 | 05/17/2001 | 05/17/2010 | Common Stock | 2,011 | $18.875 | 0 | D | ||||
Non-Qualified Stock Option (right to buy) | $36.74 | 12/16/2004 | A(10) | 1,034 | 06/16/2005 | 05/17/2010 | Common Stock | 1,034 | $0 | 1,034 | D |
Explanation of Responses: |
1. The transaction represents the exercise of 1,005 stock options under the Non-Employee Directors' Stock Option Plan whereby 504 previously acquired shares were tendered as payment of the exercise price with the resulting value realized being deferred into the Nonqualified Gain Deferral Plan in the form of 501shares. |
2. The transaction represents the exercise of 998 stock options under the Non-Employee Directors' Stock Option Plan whereby 504 previously acquired shares were tendered as payment of the exercise price with the resulting value realized being deferred into the Nonqualified Gain Deferral Plan in the form of 494 shares. |
3. The transaction represents the exercise of 2,011 stock options under the Non-Employee Directors' Stock Option Plan whereby 1,034 previously acquired shares were tendered as payment of the exercise price with the resulting value realized being deferred into the Nonqualified Gain Deferral Plan in the form of 977shares. |
4. The transaction represents the exercise of 1,594 stock options under the Non-Employee Directors' Stock Option Plan whereby 874 previously acquired shares were tendered as payment of the exercise price with the resulting value realized being deferred into the Nonqualified Gain Deferral Plan in the form of 720 shares. |
5. The transaction represents the exercise of 854 stock options under the Non-Employee Directors' Stock Option Plan whereby 505 previously acquired shares were tendered as payment of the exercise price with the resulting value realized being deferred into the Nonqualified Gain Deferral Plan in the form of 349 shares. |
6. The transaction represents the exercise of 2,500 stock options under the Non-Employee Directors' Stock Option Plan whereby 1,532 previously acquired shares were tendered as payment of the exercise price with the resulting value realized being deferred into the Nonqualified Gain Deferral Plan in the form of 968 shares. |
7. The transaction represents the exercise of 2,342 stock options under the Non-Employee Directors' Stock Option Plan whereby 1,674 previously acquired shares were tendered as payment of the exercise price with the resulting value realized being deferred into the Nonqualified Gain Deferral Plan in the form of 668 shares. |
8. The transaction represents the exercise of 402 stock options under the Non-Employee Directors' Stock Option Plan whereby 314 previously acquired shares were tendered as payment of the exercise price with the resulting value realized being deferred into the Nonqualified Gain Deferral Plan in the form of 88 shares. |
9. Between February 25, 2004 and December 17, 2004 the reporting person acquired 61 shares of First Midwest common stock under the First Midwest Bancorp, Inc. Dividend Reinvestment Plan. The information in this report is based on a plan statement dated October 19, 2004. |
10. The transaction represents a reload stock option granted under the Non-Employee Directors' Stock Option Plan to replace the number of shares tendered in the option exercised on 12/16/04. |
Remarks: |
By: Steven H. Shapiro, Attorney in-fact for | 12/20/2004 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |