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FMBI > SEC Filings for FMBI > Form 8-K on 20-May-2013All Recent SEC Filings

Show all filings for FIRST MIDWEST BANCORP INC | Request a Trial to NEW EDGAR Online Pro



Change in Directors or Principal Officers

Item 5.02 Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) The Board of Directors of First Midwest Bancorp, Inc. (the "Company") approved, and the Company's stockholders approved at the 2013 annual meeting of stockholders, amendments to the Omnibus Stock and Incentive Plan of the Company (the "Omnibus Plan"). The amendments provide (i) for incentive cash awards under the Omnibus Plan, (ii) annual limits on such cash awards, and (iii) the performance criteria for performance-based stock or cash awards under the Omnibus Plan.

A description of the Omnibus Plan is contained in the Company's definitive proxy statement (the "Proxy Statement") used in connection with its 2013 annual meeting of stockholders and filed on April 9, 2013 with the Securities and Exchange Commission. The description is set forth in the section of the Proxy Statement captioned Item 4 - Approval of Amendments to the First Midwest Bancorp, Inc. Omnibus Stock and Incentive Plan to Enable Certain Awards to Qualify as Tax Deductible Performance-Based Compensation, and such section is incorporated into this report by reference. Such description is qualified in its entirety by reference to the Omnibus Plan, as amended and restated, attached to the Proxy Statement as Annex A.

Amounts payable to the Company's named executive officers under the Omnibus Plan are based on the terms of the plan and are summarized in the sections of the Proxy Statement captioned Compensation Discussion and Analysis - Short-Term Incentive Compensation (STIC), - Time-Vested Restricted Stock Awards (RSAs) and - Performance-Based Equity Awards, and such summaries are incorporated into this report by reference.

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