Form 4: Old National Bancorp Director Ryan C. Kitchell Reports Changes in Beneficial Ownership

Director Ryan C. Kitchell reports acquisition of phantom stock and subsequent transactions related to Old National Bancorp's Directors' Deferred Compensation Plan.

Summary

• On September 13, 2024, Ryan C. Kitchell, a director of Old National Bancorp, acquired 18,888 shares of phantom stock through the Old National Bancorp Directors' Deferred Compensation Plan.
• These shares represent deferred equity compensation and are payable in cash upon distribution.
• The phantom stock is based on Old National Bancorp common stock on a 1-for-1 basis.
• Following the transaction, Kitchell directly owns 28,810 derivative securities.
• Shares were sold for estate planning and securities portfolio diversification purposes.

Sentiment

Score: 6

Explanation: The document is a routine regulatory filing, indicating a neutral sentiment. It reflects standard compensation practices and does not contain any overtly positive or negative information.

Positives

• The acquisition of phantom stock indicates continued participation in the Directors' Deferred Compensation Plan.
• The director's continued holding of derivative securities suggests a sustained interest in the company's performance.

Future Outlook

The document does not contain specific forward-looking statements regarding the company's future performance.

Industry Context

This filing is a routine disclosure related to executive compensation and stock ownership, common in the banking industry. It reflects standard practices for compensating board members with equity-based incentives.

Comparison to Industry Standards

• Deferred compensation plans for directors are a common practice in the banking industry.
• Many regional banks, such as Fifth Third Bancorp and KeyCorp, offer similar plans to attract and retain qualified board members.
• The specific terms of these plans, such as the vesting schedule and payout options, can vary, but the general structure is consistent with industry norms.

Related Party Transactions

• The acquisition of phantom stock through the Directors' Deferred Compensation Plan constitutes a related party transaction.

Stakeholder Impact

• The transaction has a minimal direct impact on stakeholders.
• It provides transparency regarding director compensation and alignment with shareholder interests.

Key Dates