Form 4: OSBC Vice Chairman Collins Reports RSU Grant, Tax Withholding

Gary S. Collins, Vice Chairman of Old Second Bancorp Inc., reported the acquisition of 8,858 restricted stock units and the disposition of 2,784 units for tax withholding purposes.

Summary

• Gary S. Collins, Vice Chairman and Director of Old Second Bancorp Inc. (OSBC), reported transactions involving restricted stock units (RSUs) and common stock.
• On February 17, 2026, Collins was granted 8,858 restricted stock units.
• These RSUs consist of 4,429 time-based units vesting on the third anniversary of the grant date and 4,429 performance-based units that may vest between 0% and 175% based on compensation committee approved performance metrics.
• On February 21, 2026, 2,784 restricted stock units were disposed of at a price of $20.57 per unit.
• This disposition was to satisfy tax withholding obligations related to the vesting of 8,246 previously reported time-based restricted stock units.
• Following these transactions, Collins directly holds 45,558 restricted stock units, 5,462 shares of common stock outright, and 46,624 shares in a brokerage account.
• Indirect holdings include 78,256.085 shares in IRAs (41,000 ROTH, 37,256.085 Traditional) and 6,805 shares in a 401-K.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive filing, reflecting a standard executive compensation event that aligns management's interests with long-term company performance through equity grants, despite the routine tax-related disposition.

Positives

• Gary S. Collins, a key executive and director, received a grant of 8,858 restricted stock units, aligning his interests with long-term company performance.
• A portion of the RSU grant (4,429 units) is performance-based, incentivizing the achievement of specific company metrics.

Negatives

• The disposition of 2,784 restricted stock units for tax withholding purposes represents a reduction in direct holdings, though it is a standard procedure for RSU vesting.

Risks

• The performance-based restricted stock units may vest at a lower percentage (down to 0%) if compensation committee approved performance metrics are not met, potentially impacting executive compensation.

Future Outlook

The vesting of performance-based restricted stock units is contingent on future compensation committee approved performance metrics, which could range from 0% to 175% of the awarded units.

Industry Context

StockSavvy.ai notes that the grant of restricted stock units to a key executive like a Vice Chairman is a common practice in the banking industry to align management incentives with shareholder interests and promote long-term retention. The mix of time-based and performance-based units reflects a balanced approach to executive compensation, tying a portion of remuneration directly to company performance.

Stakeholder Impact

• Shareholders: The grant of performance-based RSUs aligns executive incentives with shareholder value creation, potentially benefiting long-term shareholders if performance targets are met.
• Employees: The compensation structure for a key executive may set a precedent or reflect broader compensation philosophies within the company.

Next Steps

• Time-based restricted stock units granted on February 17, 2026, will vest on the third anniversary of the grant date.
• Performance-based restricted stock units will vest and convert to shares within a range from 0% to 175% based on compensation committee approved performance metrics.
• Vested shares, if any, will be delivered to the reporting person in 3 to 5 business days from the date of vesting.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation activities, specifically the grant of restricted stock units and a tax-related disposition. It does not provide new fundamental information about the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. The transactions are standard for executive equity compensation and do not signal a significant positive or negative shift in the company's outlook or valuation.

Keywords

Old Second Bancorp, OSBC, Gary S. Collins, Restricted Stock Units, RSU, Insider Transaction, Form 4, Executive Compensation, Stock Grant, Tax Withholding, Director, Vice Chairman