Walker Louise A Form 4 FIRST NORTHERN COMMUNITY BANCORP / LOUISE A WALKER ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

WALKER LOUISE A

(Last) (First) (Middle)

195 NORTH FIRST STREET

(Street)

DIXON CA 95620

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIRST NORTHERN COMMUNITY BANCORP [ FNRN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
CEO/President

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	02/13/2018		F/K		5,360	D	$13.55	79,620	D
Common Stock	02/13/2018		M/K(1)		3,449	A	$12.38	79,620	D
Common Stock	02/13/2018		M/K(2)		1,147	A	$12.38	79,620	D
Common Stock	02/13/2018		M/K(3)		4,111	A	$3.77	79,620	D
Common Stock	02/13/2018		M/K(4)		62	A	$3.77	79,620	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Employee Stock Option (Right to Purchase)	$12.38	02/13/2018		M(1)		3,449		02/15/2012(5)	02/15/2018	Common Stock	3,449	$12.38	0	D
Employee Stock Option (Right to Purchase)	$12.38	02/13/2018		M(2)		1,147		02/15/2009	02/15/2018	Common Stock	1,147	$12.38	0	D
Employee Stock Option (Right to Purchase)	$3.77	02/13/2018		M(3)		4,111		03/17/2013(5)	03/17/2019	Common Stock	4,111	$3.77	0	D
Employee Stock Option (Right to Purchase)	$3.77	02/13/2018		M(4)		62		03/17/2010	03/17/2019	Common Stock	62	$3.77	0	D

Explanation of Responses:

1. Swapped 3,151 aged shares at $13.55 for 3,449 Option shares at $12.38 to gain a total of 298 shares.

2. Swapped 1,048 aged shares at $13.55 for 1,147 Option shares at $12.38 to gain a total of 99 shares.

3. Swapped 1,144 aged shares at $13.55 for 4,111 Option shares at $3.77 to gain a total of 2,967 shares.

4. Swapped 17 aged shares at $13.55 for 62 Option shares at $3.77 to gain a total of 45 shares.

5. Stock Options Granted vest 0% upon their grant and 25% annually over 4 years.

	Devon Camara-Soucy, VP/Corporate Secretary	02/14/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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