Sec Form 4 Filing - FEIGER MITCHELL @ MB FINANCIAL INC /MD - 2017-03-09

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, 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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1. Name and Address of Reporting Person FEIGER MITCHELL 2. Issuer Name and Ticker or Trading Symbol MB FINANCIAL INC /MD [ MBFI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and CEO (Last) (First) (Middle) C/O MB FINANCIAL, INC., 6111 NORTH RIVER ROAD 3. Date of Earliest Transaction (MM/DD/YY) 03/09/2017 (Street) ROSEMONT, IL60018 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 03/09/2017 M 25,243 ( 1 ) A 164,086 D Common Stock 03/09/2017 F 11,537 ( 2 ) D $ 44.69 152,549 D Common Stock 16,327 I By 401(k) Common Stock 1,408 I By Children Common Stock 7,994 I By Deferred Comp Plan Common Stock 15,775 I By Ira Common Stock 12,148 I By Spouse's IRA Common Stock 28,180 I By Trust Common Stock 146,239 I Revocable Living Trust Common Stock 65,281 I Spouse's Revocable Living Trust

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Performance Share Units $ 0 03/09/2017 M 25,243 ( 1 ) ( 3 ) ( 3 ) Common Stock 25,243 ( 1 ) 0 D Stock Option (Right to Buy) $ 32.89 07/25/2011( 4 ) 07/25/2017 Common Stock 41,714 41,714 D Stock Option (Right to Buy) $ 29 06/25/2012 06/25/2018( 4 ) Common Stock 54,108 54,108 D Stock Option (Right to Buy) $ 24.65 06/25/2012 06/25/2018( 4 ) Common Stock 66,275 66,275 D Stock Option (Right to Buy) $ 20.4 08/29/2013( 5 ) 08/29/2022 Common Stock 23,124 23,124 D Stock Option (Right to Buy) $ 27.09 08/28/2014( 5 ) 08/28/2023 Common Stock 18,988 18,988 D Stock Option (Right to Buy) $ 29.8 02/26/2015( 5 ) 02/26/2024( 5 ) Common Stock 19,648 19,648 D Stock Option (Right to Buy) $ 31.26 02/25/2016( 6 ) 02/25/2025( 6 ) Common Stock 14,034 14,034 D Performance Share Units $ 0 ( 3 ) ( 3 ) Common Stock 18,228 18,228 D Stock Option (Right to Buy) $ 30.33 02/24/2017( 7 ) 02/24/2026( 7 ) Common Stock 20,480 20,480 D Performance Share Units $ 0 ( 3 ) ( 3 ) Common Stock 23,330 23,330 D Restricted Stock Units $ 0 ( 8 ) ( 8 ) Common Stock 1,202 1,202 D Restricted Stock Units $ 0 ( 9 ) ( 9 ) Common Stock 13,998 13,998 D Stock Option (Right to Buy) $ 45.67 ( 10 ) ( 10 ) Common Stock 16,968 16,968 D Performance Share Units $ 0 ( 3 ) ( 3 ) Common Stock 17,722 17,722 D Restricted Stock Units $ 0 ( 11 ) ( 11 ) Common Stock 3,394 3,394 D Restricted Stock Units $ 0 ( 12 ) ( 12 ) Common Stock 14,178 14,178 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other FEIGER MITCHELL C/O MB FINANCIAL, INC. 6111 NORTH RIVER ROAD ROSEMONT, IL60018 X President and CEO Signatures /s/ Doria L. Koros, Attorney-in-fact for Mr. Feiger 03/10/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Transaction represents the settlement of performance share units ("PSUs"). These PSUs represented the right to receive a number of shares of the issuer's common stock, ranging from 25% to 175% of a target number of 20,935 shares (which was the number of PSUs previously reported as having been awarded to the reporting person) depending on the level of achievement relative to a specified performance goal (total shareholder return relative to a comparison group) during the performance period. Based on the actual level of achievement during the performance period, the reporting person vested in 25,243 PSUs, representing 120.58% of the target number of PSUs, for which the reporting person became entitled to 25,243 shares of the issuer's common stock. ( 2 )Transaction represents withholding of shares to satisfy tax withholding obligation in connection with the vesting and settlement of PSUs as described in footnote 1. ( 3 )Performance based vesting ( 4 )Grant to reporting person of option to purchase shares of common stock under Issuer's 1997 Omnibus Incentive Plan. The option is 100% vested. ( 5 )Grant to reporting person of option to purchase shares of common stock under Issuer's Amended and Restated Omnibus Incentive Plan. The option vests ratably over 4 years (25% per year). ( 6 )Option to purchase shares of common stock granted to the reporting person under Issuer's Omnibus Incentive Plan. The option vests annually over 4 years (25% per year beginning on February 25, 2016). ( 7 )Option to purchase shares of common stock granted to reporting person under Issuer's A mended and Restated Omnibus Incentive Plan. The option vests annually over 4 years (25% per year beginning February 24, 2017). ( 8 )Restricted stock units granted to the reporting person under the Issuer's Amended and Restated Omnibus Incentive Plan. One-half of the restricted stock units are scheduled to vest on February 24, 2017 and one-half of the restricted stock units are scheduled to vest on February 24, 2018. ( 9 )Restricted Stock Units granted to the reporting person under the Issuer's Amended and Restated Omnibus Incentive Plan equal to the same amount of shares of common stock. The restricted stock units vest annually over 4 years (25% per year beginning February 24, 2017). ( 10 )Option to purchase shares of common stock granted to reporting person under Issuer's Amended and Restated Omnibus Incentive Plan. The option vests annually over 4 years (25% per year beginning February 22, 2018). ( 11 )Restricted Stock Units granted to the reporting person under the Issuer's Amended and Restated Omnibus Incentive Plan. One-half of the restricted stock units are scheduled to vest on February 22, 2018 and one-half of the restricted stock units are scheduled to vest on February 22, 2019. ( 12 )Restricted Stock Units granted to the reporting person under the Issuer's Amended and Restated Omnibus Incentive Plan equal to the same amount of shares of common stock. The restricted stock units vest annually over 4 years (25% per year beginning February 22, 2018).

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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