Form 4: OSBC Director Sells Shares Under 10b5-1 Plan

Old Second Bancorp Director John Ladowicz reported the sale of 13,150 common shares and the vesting of 10,551 restricted stock units.

Summary

• John Ladowicz, a Director at Old Second Bancorp, Inc. (OSBC), reported the sale of 13,150 shares of common stock at a price of $19.0107 per share on November 26, 2025.
• This common stock transaction was executed under a Rule 10b5-1 trading plan, indicating it was pre-scheduled.
• Additionally, 10,551 restricted stock units (RSUs) vested automatically upon Mr. Ladowicz's retirement on September 14, 2025, converting into common stock.
• Following these transactions, Mr. Ladowicz beneficially owns 162,154 shares of common stock indirectly (153,862 in a ROTH IRA and 8,292 in a traditional IRA) and 36,121 shares directly.

Sentiment

Score: 5

Explanation: The sale of shares by a director is generally viewed with slight caution; however, the transaction was made pursuant to a Rule 10b5-1 plan, indicating it was pre-scheduled and not necessarily based on new material non-public information. The vesting of RSUs is a routine compensation event.

Positives

• 10,551 restricted stock units vested automatically upon Mr. Ladowicz's retirement on September 14, 2025, converting into common stock, representing a gain for the insider.

Negatives

• A director sold 13,150 shares of common stock, which can be perceived negatively by investors, despite being part of a pre-scheduled 10b5-1 plan.

Future Outlook

This Form 4 filing is a transactional report and does not contain forward-looking statements or guidance regarding the company's future outlook.

Industry Context

Insider transactions, such as those reported in a Form 4, are common across all industries. For financial institutions like Old Second Bancorp, such filings provide transparency into executive and director stock ownership and trading activities, which are closely monitored by investors for potential signals about company performance or valuation.

Related Party Transactions

• Sale of 13,150 shares of common stock by Director John Ladowicz to the open market.
• Vesting of 10,551 restricted stock units for Director John Ladowicz.

Stakeholder Impact

• Shareholders may interpret the director's sale of common stock as a potential signal, though the Rule 10b5-1 plan mitigates concerns about immediate sentiment.
• The vesting of restricted stock units benefits the reporting person, John Ladowicz, as a former director.

Key Dates

Recommendation

The reported transactions are routine insider filings. While a director's sale of shares can sometimes signal a lack of confidence, this specific transaction was executed under a Rule 10b5-1 plan, indicating it was pre-scheduled and not a reaction to recent events or new information. Therefore, it does not provide a strong basis for a change in investment recommendation.

Keywords

OSBC, Old Second Bancorp, Insider Trading, Form 4, Stock Sale, Restricted Stock Units, Director Transaction, 10b5-1 Plan