Form 4: ONB Director Kitchell Acquires Phantom Stock

Old National Bancorp Director Ryan C. Kitchell acquired 4,815 shares of phantom stock as part of his 2025 annual director compensation plan.

Summary

• Director Ryan C. Kitchell acquired 4,815 shares of phantom stock in Old National Bancorp.
• The acquisition occurred on November 13, 2025, at a price of $20.7684 per share.
• These shares were obtained through the Old National Bancorp Directors Deferred Compensation Plan, representing the deferral of the equity portion of his 2025 annual director compensation.
• Each phantom stock share represents one share of Old National Bancorp common stock.
• Following this transaction, Kitchell beneficially owns 26,697 shares of phantom stock.
• Additionally, between December 17, 2024, and September 15, 2025, Kitchell acquired 424 shares of Old National Bancorp common stock through the Plan's dividend reinvestment feature.

Sentiment

Score: 6

Explanation: The acquisition of phantom stock as part of director compensation is a neutral to slightly positive event, indicating continued alignment of director interests with the company's performance. It's a standard, expected transaction.

Positives

• Director Ryan C. Kitchell increased his beneficial ownership in Old National Bancorp by acquiring 4,815 shares of phantom stock, aligning his interests further with shareholders.
• The acquisition is part of a deferred compensation plan, indicating a structured approach to director remuneration and long-term commitment.

Industry Context

This transaction is a routine disclosure of director compensation in the banking sector, where equity-based incentives like phantom stock are common to align management and director interests with long-term shareholder value. It reflects standard corporate governance practices for publicly traded financial institutions.

Corporate Governance

Related Party Transactions

• Director Ryan C. Kitchell acquired 4,815 shares of phantom stock from Old National Bancorp as part of his director compensation, which is a transaction between a related party (director) and the issuer.

Stakeholder Impact

• Shareholders: Increased alignment of director's interests with shareholder value through equity ownership.
• Employees: No direct impact mentioned.
• Customers: No direct impact mentioned.
• Suppliers: No direct impact mentioned.
• Creditors: No direct impact mentioned.

Key Dates

Recommendation

This Form 4 filing details a routine acquisition of phantom stock by a director as part of their compensation plan. Such transactions are standard practice for aligning director interests with the company's long-term performance and do not typically signal a significant change in the company's fundamental outlook or warrant a change in investment recommendation based solely on this filing. The stock should be held based on broader company performance and market conditions, not this specific insider transaction.

Keywords

Old National Bancorp, ONB, Ryan C. Kitchell, Director Compensation, Phantom Stock, Insider Trading, SEC Form 4, Equity Compensation, Deferred Compensation, Financial Services, Banking