MB Financial Inc. Contracts & Agreements

Agreement and Plan of Merger by and among Fifth Third Bancorp, Fifth Third Financial Corporation and MB Financial, Inc., dated as of May 20, 2018 (Filed With SEC on May 23, 2018)

Amended and Restated Employment Agreement by and between the Registrant, MB Financial Bank, N.A. and Mark A. Hoppe (Filed With SEC on February 26, 2018)

Underwriting Agreement, dated as of November 15, 2017, between MB Financial, Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, UBS Securities LLC, J.P. Morgan... (Filed With SEC on November 21, 2017)

Purchase Agreement, dated as of November 14, 2017, between MB Financial Bank, National Association, and Sandler ONeill & Partners, L.P., for itself and as representative of the... (Filed With SEC on November 16, 2017)

Paying Agency Agreement, dated as of November 16, 2017, between MB Financial Bank, National Association, as issuer, and U.S. Bank National Association, as paying agent,... (Filed With SEC on November 16, 2017)

Form of Global Note representing the 4.00% Fixed-to-Floating Rate Subordinated Notes due 2027 of MB Financial Bank, National Association (Filed With SEC on November 16, 2017)

SECOND AMENDMENT TO LETTER AGREEMENT RE: ESCROW OF MERGER CONSIDERATION (Filed With SEC on February 24, 2017)

AGREEMENT AND PLAN OF MERGER by and between MB FINANCIAL, INC. and AMERICAN CHARTERED BANCORP, INC. Dated as of November 20, 2015 (Filed With SEC on November 24, 2015)

SEPARATION AGREEMENT AND GENERAL RELEASE (Filed With SEC on May 7, 2015)

AMENDMENT TO THE TAYLOR CAPITAL GROUP, INC. DEFERRED COMPENSATION PLAN (Filed With SEC on November 10, 2014)

AMENDMENT TO THE TAYLOR CAPITAL GROUP, INC. SENIOR OFFICER CHANGE IN CONTROL SEVERANCE PLAN (Filed With SEC on November 10, 2014)

MB FINANCIAL BANK, N.A. Change In Control Severance Agreement (For Executives Covered by Taylor Capital Group, Inc. Senior Officer Change in Control Severance Plan) (Filed With SEC on November 10, 2014)

ESCROW AGREEMENT (Filed With SEC on August 20, 2014)

AMENDMENT TO AGREEMENT AND PLAN OF MERGER (Filed With SEC on July 1, 2014)

PERFORMANCE SHARE UNIT AWARD AGREEMENT (Filed With SEC on September 5, 2012)

MB FINANCIAL, INC. SECOND AMENDED AND RESTATED OMNIBUS INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT (Management Committee) (Filed With SEC on September 5, 2012)

MB FINANCIAL, INC. SECOND AMENDED AND RESTATED OMNIBUS INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT (Management Committee) (Filed With SEC on September 5, 2012)

MB FINANCIAL, INC. SECOND AMENDED AND RESTATED OMNIBUS INCENTIVE PLAN RESTRICTED STOCK AGREEMENT (Management Committee) (Filed With SEC on September 5, 2012)

MB FINANCIAL, INC. SECOND AMENDED AND RESTATED OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT (Management Committee) (Filed With SEC on September 5, 2012)

MB FINANCIAL BANK, N.A. Change In Control Severance Agreement (Filed With SEC on May 3, 2011)

Compensation Amendment and Waiver Agreement Pursuant to TARP and Other Regulatory Requirements (Filed With SEC on May 3, 2011)

MB FINANCIAL, INC. Agreement Regarding Salary Adjustment and Portion of Salary Payable by Stock (Filed With SEC on May 3, 2011)

Transition agreement, dated September 2, 2010, by and among MB Financial, Inc. and MB Financial Bank, N.A. and Thomas Panos (Filed With SEC on November 9, 2010)

Agreement Regarding Salary Adjustment and Portion of Salary Payable by Stock, dated as of December 21, 2009, between MB Financial, Inc. and Mitchell Feiger (Filed With SEC on March 4, 2010)

Agreement Regarding Salary Adjustment and Portion of Salary Payable by Stock, dated as of December 24, 2009, between MB Financial, Inc. and Jill E. York (Filed With SEC on March 4, 2010)

MBFINANCIAL, INC. AMENDEDAND RESTATED OMNIBUS INCENTIVE PLAN RESTRICTED STOCKAGREEMENT (Filed With SEC on December 7, 2009)

Form of Compensation Amendment and Waiver Agreement under the TARP Capital Purchase Program dated July 2009 between MB Financial, Inc. and certain employees (Filed With SEC on November 9, 2009)

Form of Performance-Based Restricted Stock Agreement for Executive Officers under the Omnibus Incentive Plan (Filed With SEC on November 9, 2009)

PURCHASE AND ASSUMPTIONAGREEMENT ALL DEPOSIT AMONG FEDERAL DEPOSIT INSURANCECORPORATION, RECEIVER OF CORUS BANK,NATIONAL ASSOCIATION, CHICAGO, ILLINOIS FEDERAL DEPOSIT... (Filed With SEC on September 17, 2009)

MB FINANCIAL, INC. 10,937,500 Shares of Common Stock, par value $0.01 per share Underwriting Agreement (Filed With SEC on September 16, 2009)

Amended and Restated Employment Agreement between the Registrant and Mitchell Feiger (Filed With SEC on February 27, 2009)

Form of Change and Control Severance Agreement between MB Financial Bank, National Association and each of Thomas Panos, Jill E. York, and Thomas P. Fitzgibbon, Jr (Filed With SEC on February 27, 2009)

Form of Change and Control Severance Agreement between MB Financial Bank, National Association and each of Burton Field, Larry J. Kallembach, Brian Wildman, Rosemarie Bouman and... (Filed With SEC on February 27, 2009)

Form of Letter Agreement between the United States Department of the Treasury and each of Mitchell Feiger, Thomas Panos, Jill E. York, Thomas P. Fitzgibbon, Jr., Burton Field,... (Filed With SEC on February 27, 2009)

MB Financial Stock Deferred Compensation Plan (Filed With SEC on February 27, 2009)

MB Financial Non-Stock Deferred Compensation Plan (Filed With SEC on February 27, 2009)

Tax Gross Up Agreements between the Registrant and each of Mitchell Feiger, Burton J. Field, Thomas D. Panos, Jill E. York and Thomas P. FitzGibbon, Jr., Larry J. Kallembach,... (Filed With SEC on February 27, 2009)

Tax Gross Up Agreement between the Registrant and Rosemarie Bouman (Filed With SEC on February 27, 2009)

Amendment to Form of Incentive Stock Option Agreement and Form of Restricted Stock Agreement for Executive Officers under the Omnibus Incentive Plan (Filed With SEC on February 27, 2009)

WARRANTTO PURCHASE COMMON STOCK (Filed With SEC on December 8, 2008)

UNITED STATES DEPARTMENT OF THE TREASURY 1500PENNSYLVANIA AVENUE, NW WASHINGTON, D.C.20220 (Filed With SEC on December 8, 2008)

Employment Agreement between MB Financial Bank, N.A. and Burton Field (Filed With SEC on November 7, 2008)

Change in Control Severance Agreement between MB Financial Bank, N.A. and Burton Field (Filed With SEC on November 7, 2008)

EXHIBIT10.9A AMENDMENTSTO THE MBFINANCIAL, INC.MB FINANCIAL BANK, N.A. AND UNION BANK, N.A.NON-STOCK DEFERRED COMPENSATION PLAN ANDTHE MBFINANCIAL, INC.MB FINANCIAL BANK, N.A. AND... (Filed With SEC on February 29, 2008)

Employment Agreement, dated December 14, 2007, between Mitchell Feiger and MB Financial, Inc (Filed With SEC on December 18, 2007)

Amendment, dated December 14, 2007, to Change in Control Severance Agreement dated February 19, 2002 between Jill E. York and MB Financial Bank, N.A (Filed With SEC on December 18, 2007)

Amendment, dated December 14, 2007, to Change in Control Severance Agreement dated February 19, 2002 between Thomas D. Panos and MB Financial Bank, N.A (Filed With SEC on December 18, 2007)

Amendment, dated December 14, 2007, to Change in Control Severance Agreement dated January 4, 2002 between Thomas P. FitzGibbon, Jr. and MB Financial Bank, N.A (Filed With SEC on December 18, 2007)

Change in Control Severance Agreement dated December 14, 2007 between Larry J. Kallembach and MB Financial Bank, N.A (Filed With SEC on December 18, 2007)

Change in Control Severance Agreement dated December 14, 2007 between Brian Wildman and MB Financial Bank, N.A (Filed With SEC on December 18, 2007)

Change in Control Severance Agreement dated December 14, 2007 between Rosemarie Bouman and MB Financial Bank, N.A (Filed With SEC on December 18, 2007)

Change in Control Severance Agreement dated December 14, 2007 between Susan Peterson and MB Financial Bank, N.A (Filed With SEC on December 18, 2007)

Tax Gross Up Agreement dated December 14, 2007 between Larry J. Kallembach and MB Financial, Inc (Filed With SEC on December 18, 2007)

Tax Gross Up Agreement dated December 14, 2007 between Brian Wildman and MB Financial, Inc (Filed With SEC on December 18, 2007)

Tax Gross Up Agreement dated December 14, 2007 between Rosemarie Bouman and MB Financial, Inc (Filed With SEC on December 18, 2007)

Tax Gross Up Agreement dated December 14, 2007 between Susan Peterson and MB Financial, Inc (Filed With SEC on December 18, 2007)

Separation and Settlement Agreement and Mutual Release, dated October 23, 2007, by and between Richard M. Rieser, Jr. and MB Financial, Inc (Filed With SEC on October 29, 2007)

Form of Incentive Stock Option Agreement for Executive Officers under the Omnibus Incentive Plan (Filed With SEC on August 8, 2007)

Form of Non-Qualified Stock Option Agreement for Directors under the Omnibus Incentive Plan (Filed With SEC on August 8, 2007)

Form of Restricted Stock Agreement for Executive Officers under the Omnibus Incentive Plan (Filed With SEC on August 8, 2007)

Form of Restricted Stock Agreement for Directors under the Omnibus Incentive Plan (Filed With SEC on August 8, 2007)

Amendment to First Oak Brook Bancshares, Inc. Directors Stock Plan (Filed With SEC on May 9, 2007)

Amendment to First Oak Brook Bancshares, Inc. Executive Deferred Compensation Plan (Filed With SEC on May 9, 2007)

Amendment No. One to Employment Agreement between the Registrant and Mitchell Feiger (Filed With SEC on February 26, 2007)

Amendment No. Three to Employment Agreement between MB Financial Bank, N.A. and Burton Field (Filed With SEC on February 26, 2007)

Amendment to Coal City Corporation 1995 Stock Option Plan (Filed With SEC on February 26, 2007)

Amendment to Omnibus Incentive Plan (Filed With SEC on February 26, 2007)

Amendment to Amended and Restated Employment Agreement between MB Financial Bank, N.A. and Ronald D. Santo (Filed With SEC on February 26, 2007)

Amendment to First SecurityFed Financial, Inc. 1998 Stock Option and Incentive Plan (Filed With SEC on February 26, 2007)

Amendment to First Oak Brook Bancshares, Inc. Incentive Compensation Plan (Filed With SEC on February 26, 2007)

Amendment to First Oak Brook Bancshares, Inc. 2001 Stock Incentive Plan (Filed With SEC on February 26, 2007)

First Amendment to Transitional Employment Agreement between the Registrant (as successor to First Oak Brook) and Rosemarie Bouman (Filed With SEC on February 26, 2007)

Second Amendment to Transitional Employment Agreement between the Registrant (as successor to First Oak Brook) and Rosemarie Bouman (Filed With SEC on February 26, 2007)

Employment Agreement between the Registrant and Richard M. Rieser, Jr (Filed With SEC on November 9, 2006)

Tax Gross Up Agreement between the Registrant and Richard M. Rieser, Jr (Filed With SEC on November 9, 2006)

Transitional Employment Agreement between the Registrant (as successor to First Oak Brook) and Susan G. Peterson (Filed With SEC on November 9, 2006)

Letter of Understanding for CEO May 1 , 2006 (Filed With SEC on June 2, 2006)

AGREEMENT AND PLAN OF MERGER dated as of May 1, 2006 by and among MB FINANCIAL, INC. MBFI ACQUISITION CORP. and FIRST OAK BROOK BANCSHARES, INC. (Filed With SEC on May 2, 2006)

Amendment No. Two to Employment Agreement between MB Financial Bank, N.A. and Burton Field (Filed With SEC on March 15, 2006)

Amended and Restated MB Financial Stock Deferred Compensation Plan (Filed With SEC on March 16, 2005)

Amended and Restated MB Financial Non-Stock Deferred Compensation Plan (Filed With SEC on March 16, 2005)

MB FINANCIAL, INC. 1997 OMNIBUS INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT (Filed With SEC on March 2, 2005)

MB FINANCIAL, INC. 1997 OMNIBUS INCENTIVE PLAN DIRECTOR NON-QUALIFIED STOCK OPTION AGREEMENT (Filed With SEC on March 2, 2005)

MB FINANCIAL, INC. 1997 OMNIBUS INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT (Filed With SEC on March 1, 2005)

MB FINANCIAL, INC. 1997 OMNIBUS INCENTIVE PLAN DIRECTOR NON-QUALIFIED STOCK OPTION AGREEMENT (Filed With SEC on March 1, 2005)

1997OMNIBUS INCENTIVE PLAN MBFinancial, Inc. Asmodified through February 24, 2004 MB FINANCIAL, INC. 1997 OMNIBUS INCENTIVE PLAN TABLE OF CONTENTS (Filed With SEC on March 12, 2004)

EMPLOYMENT AGREEMENT (Filed With SEC on March 21, 2003)

1997OMNIBUS INCENTIVE PLAN MBFinancial, Inc. Asmodified through January 22, 2003 1997 OMNIBUS INCENTIVE PLAN TABLE OF CONTENTS (Filed With SEC on March 21, 2003)

EMPLOYMENT AGREEMENT (Filed With SEC on May 13, 2002)

AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among MB FINANCIAL, INC., FIRST LINCOLNWOOD CORP. and THOSE PERSONS NAMED ON EXHIBIT A ATTACHED HERETO AS THE OWNERS OF... (Filed With SEC on April 1, 2002)

MB FINANCIAL BANK, N.A. (Filed With SEC on April 1, 2002)

NONCOMPETITION AGREEMENT (Filed With SEC on April 1, 2002)

NONCOMPETITIONAGREEMENT (Filed With SEC on April 1, 2002)

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MB Financial Inc. Contracts & Agreements