Sec Form 4 Filing - FEIGER MITCHELL @ MB FINANCIAL INC /MD - 2019-03-22

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) 03/22/2019 (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 03/22/2019 D 203,261 D $ 0 ( 1 ) 0 D Common Stock 03/22/2019 D 18,184 ( 2 ) D $ 0 ( 1 ) 0 I By 401(k) Common Stock 03/22/2019 D 8,956 ( 3 ) D $ 0 ( 1 ) 0 I By Deferred Comp Plan Common Stock 03/22/2019 D 15,775 D $ 0 ( 1 ) 0 I By Ira Common Stock 03/22/2019 D 12,148 D $ 0 ( 1 ) 0 I By Spouse's IRA Common Stock 03/22/2019 D 28,180 D $ 0 ( 1 ) 0 I By Trust Common Stock 03/22/2019 D 146,239 D $ 0 ( 1 ) 0 I Revocable Living Trust Common Stock 03/22/2019 D 65,281 D $ 0 ( 1 ) 0 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 Stock Option (Right to Buy) $ 20.4 03/22/2019 D 23,124 08/29/2013( 4 )( 5 ) 08/29/2022( 4 )( 5 ) Common Stock 23,124 $ 0 0 D Stock Option (Right to Buy) $ 27.09 03/22/2019 D 18,988 08/28/2014( 4 )( 5 ) 08/28/2023( 4 )( 5 ) Common Stock 18,988 $ 0 0 D Stock Option (Right to Buy) $ 29.8 03/22/2019 D 19,648 02/26/2015( 4 )( 5 ) 02/26/2024( 4 )( 5 ) Common Stock 19,648 $ 0 0 D Stock Option (Right to Buy) $ 31.26 03/22/2019 D 14,034 02/25/2016( 5 )( 6 ) 02/25/2025( 5 )( 6 ) Common Stock 14,034 $ 0 0 D Stock Option (Right to Buy) $ 30.33 03/22/2019 D 20,480 02/24/2017( 5 )( 7 ) 02/24/2026( 5 )( 7 ) Common Stock 20,480 $ 0 0 D Restricted Stock Units $ 0 03/22/2019 D 4,666 ( 8 )( 9 ) ( 8 )( 9 ) Common Stock 4,666 $ 0 0 D Stock Option (Right to Buy) $ 45.67 03/22/2019 D 16,968 ( 5 )( 10 ) ( 5 )( 10 ) Common Stock 16,968 $ 0 0 D Performance Share Units $ 0 03/22/2019 D 16,095 ( 11 ) ( 11 ) Common Stock 16,095 $ 0 0 D Restricted Stock Units $ 0 03/22/2019 D 7,088 ( 9 )( 12 ) ( 9 )( 12 ) Common Stock 7,088 $ 0 0 D Stock Option (Right to Buy) $ 41.01 03/22/2019 D 20,161 ( 5 )( 13 ) ( 5 )( 13 ) Common Stock 20,161 $ 0 0 D Performance Share Units $ 0 03/22/2019 D 41,456 ( 11 ) ( 11 ) Common Stock 41,456 $ 0 0 D Restricted Stock Units $ 0 03/22/2019 D 14,213 ( 9 )( 14 ) ( 9 )( 14 ) Common Stock 14,213 $ 0 0 D Restricted Stock Units $ 0 03/22/2019 D 42,628 ( 9 )( 15 ) ( 9 )( 15 ) Common Stock 42,628 $ 0 0 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 03/26/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Disposed of upon completion of the merger (the "Merger") of a wholly owned subsidiary of Fifth Third Bancorp ("Fifth Third") with and into the Issuer, effective March 22, 2019. Pursuant to the Agreement and Plan of Merger, dated as of May 20, 2018, between the Issuer and Fifth Third (the "Merger Agreement"), upon completion of the Merger, each outstanding share of the Issuer's common stock converted into the right to receive 1.45 shares of Fifth Third common stock and $5.54 in cash. The closing price per share of Fifth Third common stock on March 21, 2019, the last trading day prior to completion of the Merger, was $25.48. ( 2 )Represents approximate equivalent number of shares of the Issuer's common stock held in the reporting person's account under the Issuer's 401(k) Profit Sharing Plan, based on the most recent plan account statement. The approximate equivalent number of shares is equal to the dollar value of the reporting person's plan account divided by the closing price of the Issuer's common stock. As a result, the equivalent number of shares fluctuated with changes in the market price of the Issuer's common stock. ( 3 )Represents approximate equivalent number of shares of the Issuer's common stock held in the reporting person's account under the Issuer's Stock Deferred Compensation Plan, based on the most recent plan account statement. The approximate equivalent number of shares is equal to the dollar value of the reporting person's plan account divided by the closing price of the Issuer's common stock. As a result, the equivalent number of shares fluctuated with changes in the market price of the Issuer's common stock. ( 4 )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). ( 5 )This option was assumed by Fifth Third upon completion of the Merger and converted into an option to purchase Fifth Third common stock as provided under the terms of the Merger Agreement. ( 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 Amended 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 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). ( 9 )These restricted stock units were assumed by Fifth Third upon completion of the Merger and converted into Fifth Third restricted stock units as provided under the terms of the Merger Agreement. ( 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 )Reflects the number of performance share units earned at the end of the performance period, as determined at the closing of the Merger. These performance share units were assumed by Fifth Third upon completion of the Merger and converted into Fifth Third restricted stock units as provided under the terms of the Merger Agreement. ( 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). ( 13 )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 28, 2019). ( 14 )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 remaining restricted stock units are scheduled to vest in one-third annual increments beginning February 28, 2020. ( 15 )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 27, 2020).

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