Mainsource Financial (MSFG) Form 4 MAINSOURCE FINANCIAL / Daryl R Tressler 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^*

Tressler Daryl R

(Last) (First) (Middle)

2105 N. STATE RD 3 BYPASS

(Street)

GREENSBURG IN 47240

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MAINSOURCE FINANCIAL GROUP [ MSFG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2016

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	02/15/2016		M		1,575	A	$18.04	53,474(1)	D
Common Stock								66,903(2)	I	By 401-k
Common Stock								1,691(3)	I	Jointly w/Spouse
Common Stock								6,777(4)	I	By Spouse
Common Stock								967(5)	I	By Spouse and Daughter JT TEN
Common Stock								973(5)	I	By Spouse and Son JT TEN
Common Stock								550(6)	I	By Spouse fbo Grandson
Common Stock								550(6)	I	By Spouse fbo Granddaughter(6)

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 Buy)(7)	$18.04	02/15/2016		M			1,575	12/31/2006	02/21/2016	Common Stock	1,575	$0	0	D

Explanation of Responses:

1. Includes 1,313 shares acquired through the reinvestment of cash dividends between 04/28/2015 and 02/15/2016.

2. Includes 1,556 shares acquired through the reinvestment of cash dividends between 04/28/2015 and 02/15/2016.

3. Includes 43 shares acquired through the reinvestment of cash dividends between 04/28/2015 and 02/15/2016.

4. Includes 164 shares acquired through the reinvestment of cash dividends between 04/28/2015 and 02/15/2016.

5. Includes 24 shares acquired through the reinvestment of cash dividends between 04/28/2015 and 02/15/2016.

6. Includes 11 shares acquired through the reinvestment of cash dividends between 04/28/2015 and 02/15/2016.

7. Reflects an adjustment to the number of shares and exercise price as the result of a 5% stock dividend issued on 01/16/2007.

Remarks:

As authorized by Power of Attorney.

	/s/ Denise Manus, attorney-in-fact	02/16/2016
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.