0001127602-22-022551.txt : 20220916
0001127602-22-022551.hdr.sgml : 20220916
20220916172244
ACCESSION NUMBER: 0001127602-22-022551
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220914
FILED AS OF DATE: 20220916
DATE AS OF CHANGE: 20220916
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Brown Thomas Lynn
CENTRAL INDEX KEY: 0001529460
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-15817
FILM NUMBER: 221248822
MAIL ADDRESS:
STREET 1: 8750 W. BRYN MAWR, SUITE 1300
CITY: CHICAGO
STATE: IL
ZIP: 60631
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: OLD NATIONAL BANCORP /IN/
CENTRAL INDEX KEY: 0000707179
STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021]
IRS NUMBER: 351539838
STATE OF INCORPORATION: IN
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE MAIN ST
CITY: EVANSVILLE
STATE: IN
ZIP: 47708
BUSINESS PHONE: 8124641434
MAIL ADDRESS:
STREET 1: ONE MAIN ST
CITY: EVANSVILLE
STATE: IN
ZIP: 47708
FORMER COMPANY:
FORMER CONFORMED NAME: O
DATE OF NAME CHANGE: 19950822
4
1
form4.xml
PRIMARY DOCUMENT
X0306
4
2022-09-14
0000707179
OLD NATIONAL BANCORP /IN/
ONB
0001529460
Brown Thomas Lynn
ONE MAIN STREET
EVANSVILLE
IN
47708
1
Common Stock
2022-09-14
4
P
0
15000
16.74
A
18400
D
Phantom Stock - NQ Def Comp Plan for Non-Employee Directors
2022-09-14
4
M
0
30170
0
D
Phantom Stock - NQ Def Comp Plan for Non-Employee Directors
30170
3487
D
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.
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).
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).
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.
/s/ Andrea L. Stangl, Attorney-in-fact for Thomas Lynn Brown
2022-09-16