4//SEC Filing
Brown Thomas Lynn 4
Accession 0001127602-22-022551
CIK 0000707179other
Filed
Sep 15, 8:00 PM ET
Accepted
Sep 16, 5:22 PM ET
Size
8.8 KB
Accession
0001127602-22-022551
Insider Transaction Report
Form 4
Brown Thomas Lynn
Director
Transactions
- Purchase
Common Stock
2022-09-14$16.74/sh+15,000$251,100→ 18,400 total - Exercise/Conversion
Phantom Stock - NQ Def Comp Plan for Non-Employee Directors
2022-09-14−30,170→ 3,487 total→ Phantom Stock - NQ Def Comp Plan for Non-Employee Directors (30,170 underlying)
Footnotes (4)
- [F1]Represents shares of phantom stock acquired pursuant to the First Midwest Bancorp, Inc. Deferred Compensation Plan for Nonemployee Directors (the "Plan") as a result of the deferral of quarterly directors fees paid in cash to the participant. The shares of phantom stock represent shares of Old National Bancorp common stock on a 1-for-1 basis and are payable in cash upon distribution to the participant in accordance with the terms of the Plan.
- [F2]The reporting person is a participant in the First Midwest Bancorp, Inc. Nonqualified Deferred Compensation Plan for Non-employee Directors ("Deferred Compensation Plan" or "Plan") and elected to invest substantially the entire amount credited to his account under the Plan in common stock of First Midwest Bancorp, Inc. ("FMBI"). In connection with the reporting person becoming a participant in the Deferred Compensation Plan in 2017, he also elected to receive payment of the entire amount credited to his account under the Plan in the event of a change in control of FMBI ("CIC Election") (continued in Footnote 3 below).
- [F3]As a result of the completion of the merger of FMBI and Old National Bancorp ("ONB"), with ONB as the surviving corporation, the shares of FMBI common stock credited to the reporting person's account under the Deferred Compensation Plan were converted into shares of ONB common stock pursuant to the Agreement and Plan of Merger dated May 30, 2021 between ONB and FMBI. In accordance with the reporting person's CIC Election and the terms of the Deferred Compensation Plan, the shares of ONB common stock credited to the reporting person's account under the Deferred Compensation Plan as of February 15, 2022 were sold at $16.82 per share (as reflected above in Table II) and the proceeds from such sale were paid to the reporting person in a lump sum cash payment. The reporting person then purchased shares of common stock of ONB (as reflected above in Table I).
- [F4]On September 15, 2022, a Plan statement reported that the reporting person acquired 277 shares of Old National Bancorp common stock pursuant to the dividend reinvestment feature under the Plan.
Documents
Issuer
OLD NATIONAL BANCORP /IN/
CIK 0000707179
Entity typeother
Related Parties
1- filerCIK 0001529460
Filing Metadata
- Form type
- 4
- Filed
- Sep 15, 8:00 PM ET
- Accepted
- Sep 16, 5:22 PM ET
- Size
- 8.8 KB