0001127602-17-022237.txt : 20170627 0001127602-17-022237.hdr.sgml : 20170627 20170627160456 ACCESSION NUMBER: 0001127602-17-022237 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170623 FILED AS OF DATE: 20170627 DATE AS OF CHANGE: 20170627 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PRIVATEBANCORP, INC CENTRAL INDEX KEY: 0000889936 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 363681151 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 120 SOUTH LASALLE STREET STREET 2: 4TH FLOOR CITY: CHICAGO STATE: IL ZIP: 60603 BUSINESS PHONE: 3126837100 MAIL ADDRESS: STREET 1: 120 SOUTH LASALLE STREET STREET 2: 4TH FLOOR CITY: CHICAGO STATE: IL ZIP: 60603 FORMER COMPANY: FORMER CONFORMED NAME: PRIVATEBANCORP INC DATE OF NAME CHANGE: 19990408 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Van Solkema Kevin CENTRAL INDEX KEY: 0001425284 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34066 FILM NUMBER: 17932443 MAIL ADDRESS: STREET 1: 2487 DOBIE ROAD CITY: MASON STATE: MI ZIP: 48854 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2017-06-23 1 0000889936 PRIVATEBANCORP, INC PVTB 0001425284 Van Solkema Kevin C/O PRIVATEBANCORP, INC. 120 SOUTH LASALLE ST. CHICAGO IL 60603 1 Chief Risk Officer Common Stock 2017-06-23 4 D 0 49123 D 0 D Option To Purchase Common Stock 35.16 2017-06-23 4 D 0 5102 D 2018-03-01 2025-02-20 Common Stock 5102 0 D Option To Purchase Common Stock 34.13 2017-06-23 4 D 0 5212 D 2019-03-01 2026-02-19 Common Stock 5212 0 D Phantom Stock Units 2017-06-23 4 D 0 7267.3494 D Common Stock 7267.3494 0 D Represents 7,477 shares of issuer common stock, 16,520 unvested restricted stock units, 7,774 vested restricted stock units, 5,849 shares of common stock issuable under performance share units granted to the reporting person in 2013, 9,990 shares of common stock issuable under performance share units granted to the reporting person in 2014 and 1,513 shares of common stock issuable under performance share units granted to the reporting person in 2015. Pursuant to the Agreement and Plan of Merger among Canadian Imperial Bank of Commerce ("CIBC"), CIBC Holdco Inc. and the issuer, dated June 29, 2016, as amended (the "Merger Agreement"), each share of common stock of the issuer was converted into the right to receive: (i) $27.20 in cash; and (ii) 0.4176 common shares of CIBC. The closing price of CIBC common stock on June 22, 2017, the last trading day prior to the effective time of the merger, was $80.95 per share. Pursuant to the Merger Agreement, each unvested restricted stock unit award was converted into a cash-settled CIBC restricted stock unit award relating to 0.7572 CIBC common shares. Pursuant to the Merger Agreement, each vested restricted stock unit award was cancelled and converted into the right to receive a cash payment of $60.6452. Pursuant to the Merger Agreement, each performance share unit granted to the reporting person in 2013 was converted into a cash-settled CIBC restricted stock unit award relating to 0.7572 CIBC common shares. Pursuant to the Merger Agreement, each performance share unit granted to the reporting person in 2014 was cancelled and converted into the right to receive a cash payment of $60.6452. Pursuant to the Merger Agreement, each performance share unit granted to the reporting person in 2015 was converted on the Effective Date into a cash-settled CIBC restricted stock unit award relating to 0.7572 CIBC common shares. Pursuant to the Merger Agreement, each stock option was converted into an option to purchase 0.7572 shares of CIBC common stock for $46.43 per share. Pursuant to the Merger Agreement, each stock option was converted into an option to purchase 0.7572 shares of CIBC common stock for $45.07 per share. The phantom stock units convert to common stock of the Issuer on a 1-for-1 basis. The phantom stock units are to be settled in common stock of the Issuer upon the date previously elected by the reporting person. Pursuant to the Merger Agreement, each phantom stock unit of the issuer was converted into a cash-settled phantom stock unit of CIBC relating to 0.7572 shares of CIBC. /s/ Zack Christensen, Attorney-in-Fact 2017-06-27