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Filing Details

Accession Number:: 0001127602-22-022551
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-09-16 17:22:44
Reporting Period:: 2022-09-14

Accepted Time:: 2022-09-16 17:22:44
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
707179	Old National Bancorp	ONB	National Commercial Banks (6021)	351539838

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1529460	Lynn Thomas Brown	One Main Street Evansville IN 47708		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2022-09-14	15,000	$16.74	18,400	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Phantom Stock - Nq Def Comp Plan For Non-Employee Directors	Phantom Stock - NQ Def Comp Plan for Non-Employee Directors	Disposition	2022-09-14	30,170	$0.00	30,170	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
3,487			No	4	M	Direct

Footnotes

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 tothe 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.