X0306 4 2012-10-15 0000702325 FIRST MIDWEST BANCORP INC FMBI 0001193432 HENSELER PETER J ONE PIERCE PLACE SUITE 1500 ITASCA IL 60143 1 Phantom Stock Under NQ Deferred Comp. Plan 2012-10-15 4 A 0 114 13.1699 A Common Stock 114 520 D Shares of phantom stock acquired pursuant to the Nonqualified Deferred Compensation Plan have a 1-for-1 conversion ratio and are payable in cash upon distribution to the Participant in accordance with the terms of the Plan. Between July 19, 2012 and October 17, 2012, the Reporting Person acquired 114 shares of First Midwest Bancorp, Inc. Common Stock under the First Midwest Bancorp, Inc. Non-Qualified Deferred Compensation Plan. The information in this report is based on a Plan statement dated October 15, 2012. Andrea L. Stangl, Attorney-in-fact for Peter J. Henseler 2012-10-17