Old National Bancorp (NYSE: ONB) CCO logs stock grant and tax share surrender

Rhea-AI Filing Summary

Old National Bancorp chief credit officer Carrie S. Goldfeder reported two stock transactions on 2026-03-01. She surrendered 3,713 shares of common stock at $23.10 per share to cover tax withholding on previously vested restricted stock, and received a new restricted stock award of 9,992 shares, bringing her direct holdings to 48,969 shares.

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
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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^*

GOLDFEDER CARRIE S

(Last) (First) (Middle)

ONE MAIN STREET

(Street)

EVANSVILLE IN 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)
	CHIEF CREDIT OFFICER

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/01/2026		F		3,713(1)	D	$23.1	38,977	D
Common Stock	03/01/2026		A		9,992(2)	A	$0	48,969	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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, Attorney-in-Fact for Carrie S. Goldfeder	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.

FAQ

What insider transactions did ONB executive Carrie Goldfeder report?

Carrie S. Goldfeder reported a tax-withholding share disposition and a new stock grant. She surrendered 3,713 Old National Bancorp shares and received a restricted stock award of 9,992 shares, both dated March 1, 2026.

How many ONB shares did Carrie Goldfeder surrender for taxes?

She surrendered 3,713 Old National Bancorp common shares to satisfy tax withholding obligations. The shares related to the vesting of a previously granted restricted stock award and were valued at $23.10 per share in the transaction.

What new ONB stock award did Carrie Goldfeder receive?

She received a restricted stock award of 9,992 Old National Bancorp common shares. The filing notes this award was granted in 2026 and recorded at a transaction price per share of $0.00, reflecting a grant rather than a market purchase.

What is Carrie Goldfeder’s ONB share ownership after these transactions?

After the reported Form 4 transactions, Carrie S. Goldfeder directly owns 48,969 Old National Bancorp common shares. This reflects both the 3,713-share tax withholding disposition and the 9,992-share restricted stock award granted on March 1, 2026.

Were Carrie Goldfeder’s ONB share dispositions open-market sales?

No, the 3,713 Old National Bancorp shares were not an open-market sale. They were surrendered back to satisfy tax withholding obligations triggered by the vesting of a previously granted restricted stock award, according to the filing footnote.

Is Carrie Goldfeder’s ONB stock ownership direct or indirect?

Her reported Old National Bancorp holdings are classified as direct ownership. The Form 4 lists the nature of ownership as direct, with no indication of trusts, partnerships, or other entities holding the reported common stock on her behalf.