Old National (NYSE: ONB) banking CEO nets stock grant, surrenders shares

Q: What was the purpose of the 4,422 ONB shares surrendered by Brent Tischler?

The 4,422 surrendered shares were used to satisfy tax withholding obligations. They relate to the vesting of shares earned under a previously granted restricted stock award, meaning the disposition was for tax payment rather than a discretionary open-market sale of Old National Bancorp stock.

Q: What is the nature of the 7,494 ONB shares granted to Brent Tischler?

The 7,494 shares represent a restricted stock award granted in 2026 . Restricted stock awards typically vest over time or upon meeting conditions, aligning executive compensation with shareholder interests by tying value directly to Old National Bancorp’s common stock performance.

Q: Were Brent Tischler’s ONB transactions categorized as direct or indirect ownership changes?

Both transactions were reported as direct ownership changes in Old National Bancorp common stock. The tax-withholding disposition of 4,422 shares and the 7,494-share restricted stock award are each listed under direct ownership, without any related trust, LLC, or third-party holding structure noted.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Old National Bancorp executive Brent R. Tischler, CEO of Community Banking, reported two stock transactions in common shares. He received a restricted stock award of 7,494 shares granted in 2026 and surrendered 4,422 shares to satisfy tax withholding on a prior award’s vesting. After these moves, he directly owned 41,619 shares of common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider TISCHLER BRENT R

Role CEO, COMMUNITY BANKING

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	4,422	$23.10	$102K
Grant/Award	Common Stock	7,494	$0.00	--

Holdings After Transaction: Common Stock — 34,125 shares (Direct)

Footnotes (1)

Reflects shares of the Issuer's common stock surrendered by the Reporting Person to satisfy tax withholding obligations upon the vesting of shares earned under a previously granted restricted stock award. Reflects a restricted stock award granted in 2026.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 03/03/2026 - 04:56 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

TISCHLER BRENT R

(Last)

(First)

(Middle)

ONE MAIN STREET

(Street)

EVANSVILLE

47708

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
OLD NATIONAL BANCORP /IN/ [ ONB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO, COMMUNITY BANKING

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/01/2026		F		4,422⁽¹⁾	D	$23.1	34,125	D
Common Stock	03/01/2026		A		7,494⁽²⁾	A	$0	41,619	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Reflects shares of the Issuer's common stock surrendered by the Reporting Person to satisfy tax withholding obligations upon the vesting of shares earned under a previously granted restricted stock award.

2. Reflects a restricted stock award granted in 2026.

	/s/ Sharon K. Brantley, Paralegal, as Attorney-in-Fact for Brent R. Tischler	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider stock transactions did ONB executive Brent Tischler report?

Brent R. Tischler reported two stock transactions involving Old National Bancorp common shares. He received a restricted stock award of 7,494 shares and surrendered 4,422 shares to cover tax withholding obligations tied to the vesting of a previously granted restricted stock award.

Did Brent Tischler buy or sell Old National Bancorp (ONB) shares on the market?

The reported transactions were not open-market buys or sells. Tischler surrendered 4,422 shares to satisfy tax withholding on a vesting award and received 7,494 shares as a new restricted stock grant, both classified as non-derivative equity transactions.

How many ONB shares does Brent Tischler own after these transactions?

Following the reported transactions, Brent R. Tischler directly owned 41,619 shares of Old National Bancorp common stock. This reflects the net impact of receiving 7,494 restricted shares and surrendering 4,422 shares to cover associated tax withholding obligations on a prior restricted stock vesting.

What was the purpose of the 4,422 ONB shares surrendered by Brent Tischler?

The 4,422 surrendered shares were used to satisfy tax withholding obligations. They relate to the vesting of shares earned under a previously granted restricted stock award, meaning the disposition was for tax payment rather than a discretionary open-market sale of Old National Bancorp stock.

What is the nature of the 7,494 ONB shares granted to Brent Tischler?

The 7,494 shares represent a restricted stock award granted in 2026. Restricted stock awards typically vest over time or upon meeting conditions, aligning executive compensation with shareholder interests by tying value directly to Old National Bancorp’s common stock performance.

Were Brent Tischler’s ONB transactions categorized as direct or indirect ownership changes?

Both transactions were reported as direct ownership changes in Old National Bancorp common stock. The tax-withholding disposition of 4,422 shares and the 7,494-share restricted stock award are each listed under direct ownership, without any related trust, LLC, or third-party holding structure noted.