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Old National Bancorp (ONB) CRO reports minor Form 4 share transaction

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

OLD NATIONAL BANCORP chief risk officer Scott J. Evernham reported an "other" common stock transaction involving 37 shares at $24.605 per share. Following this event, he directly holds 149,303 common shares. He also reports indirect holdings of 200 shares each for three custodial accounts for his daughters and 547 shares in the ONB Employee Stock Ownership and Savings Plan 401(k). Footnotes note that some shares were acquired through the Old National Bancorp Employee Stock Purchase Plan and via dividend reinvestment features of ONB stock and retirement plans.

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Insider Evernham Scott J
Role CHIEF RISK OFFICER
Type Security Shares Price Value
Other Common Stock 37 $24.605 $910.39
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 149,303 shares (Direct); Common Stock — 547 shares (Indirect, ONB Employee Stock Ownership and Savings Plan 401(k))
Footnotes (1)
  1. Reflects shares acquired under the Old National Bancorp Employee Stock Purchase Plan that are exempt under Rule 16b-3(c). Between March 17, 2026 and June 15, 2026, the Reporting Person acquired 3 shares of Old National Bancorp common stock pursuant to the dividend reinvestment feature of the ONB Stock Purchase and Dividend Reinvestment Plan. Between March 17, 2026 and June 15, 2026, the Reporting Person acquired 3 shares of Old National Bancorp common stock pursuant to the dividend reinvestment feature of the ONB Employee Stock Ownership and Savings Plan 401(k).
Other transaction size 37 shares Common Stock, transaction code J
Transaction price $24.605 per share Common Stock "other" transaction
Direct holdings after transaction 149,303 shares Common Stock, direct ownership
Custodial holdings per daughter 200 shares Indirect, each of three daughters
401(k) plan holdings 547 shares ONB Employee Stock Ownership and Savings Plan 401(k)
Restructuring shares 37 shares Classified as restructuring in transaction summary
Dividend reinvestment acquisition 3 shares ONB Stock Purchase and Dividend Reinvestment Plan, Mar 17–Jun 15 2026
401(k) dividend reinvestment acquisition 3 shares ONB Employee Stock Ownership and Savings Plan 401(k), Mar 17–Jun 15 2026
Rule 16b-3(c) regulatory
"Reflects shares acquired under the Old National Bancorp Employee Stock Purchase Plan that are exempt under Rule 16b-3(c)."
An SEC rule that lets corporate insiders avoid automatic "short‑swing" profit recovery when they buy or sell their company’s stock under a pre‑approved, written plan that meets specific conditions. For investors, it matters because it clarifies when insider trades are treated as routine, reducing legal uncertainty and helping distinguish trades made for ordinary compensation or pre‑planned reasons from those that might signal opportunistic or timely insider advantage.
Employee Stock Purchase Plan financial
"Reflects shares acquired under the Old National Bancorp Employee Stock Purchase Plan that are exempt under Rule 16b-3(c)."
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
Dividend Reinvestment Plan financial
"acquired 3 shares of Old National Bancorp common stock pursuant to the dividend reinvestment feature of the ONB Stock Purchase and Dividend Reinvestment Plan."
A dividend reinvestment plan lets shareholders automatically use cash dividends to buy more shares of the same company instead of receiving the money. It matters to investors because it turns regular payouts into a steady way to grow ownership and take advantage of compound returns—like having your savings automatically buy additional slices of a pie over time—while often reducing transaction costs and smoothing purchase timing.
ONB Employee Stock Ownership and Savings Plan 401(k) financial
"acquired 3 shares of Old National Bancorp common stock pursuant to the dividend reinvestment feature of the ONB Employee Stock Ownership and Savings Plan 401(k)."
transaction code J financial
"transaction code J, described as an other acquisition or disposition."
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FAQ

What did the Old National Bancorp (ONB) Form 4 filing report for Scott J. Evernham?

The Form 4 shows Scott J. Evernham reported an "other" common stock transaction of 37 shares and updated his direct and indirect holdings, including custodial accounts for his daughters and shares in the ONB Employee Stock Ownership and Savings Plan.

How many Old National Bancorp shares does Scott J. Evernham hold after this Form 4?

After the reported transaction, Evernham directly holds 149,303 Old National Bancorp common shares. He also indirectly holds 200 shares in each of three custodial accounts for his daughters and 547 shares through the ONB Employee Stock Ownership and Savings Plan 401(k).

What is the size and price of the "other" transaction in the ONB Form 4?

The filing shows a single "other" transaction in Old National Bancorp common stock involving 37 shares at a price of $24.605 per share. The transaction is coded "J", described as an other acquisition or disposition, rather than a standard open-market buy or sell.

How are Scott J. Evernham’s indirect Old National Bancorp holdings structured?

Indirect holdings include 200 shares each as custodian for three daughters and 547 shares through the ONB Employee Stock Ownership and Savings Plan 401(k). These positions reflect beneficial ownership through plans and custodial accounts rather than solely direct personal holdings.

What do the Form 4 footnotes say about how some ONB shares were acquired?

Footnotes state that certain shares were acquired under the Old National Bancorp Employee Stock Purchase Plan, exempt under Rule 16b-3(c), and that between March 17 and June 15, 2026, 3 shares each were acquired via dividend reinvestment features of ONB stock and retirement plans.
SEC Form 4
FORM 4UNITED 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*
Evernham Scott J

(Last)(First)(Middle)
ONE MAIN STREET

(Street)
EVANSVILLE INDIANA 47708

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
OLD NATIONAL BANCORP /IN/ [ ONB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CHIEF RISK OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/30/2026JV37(1)A$24.605149,303(2)D
Common Stock547(3)IONB Employee Stock Ownership and Savings Plan 401(k)
Common Stock200ICustodian for Aliza Kaye Evernham, Daughter
Common Stock200ICustodian for Lucia Joelle Evernham, Daughter
Common Stock200ICustodian for Mora Evlynn Evernham, Daughter
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Reflects shares acquired under the Old National Bancorp Employee Stock Purchase Plan that are exempt under Rule 16b-3(c).
2. Between March 17, 2026 and June 15, 2026, the Reporting Person acquired 3 shares of Old National Bancorp common stock pursuant to the dividend reinvestment feature of the ONB Stock Purchase and Dividend Reinvestment Plan.
3. Between March 17, 2026 and June 15, 2026, the Reporting Person acquired 3 shares of Old National Bancorp common stock pursuant to the dividend reinvestment feature of the ONB Employee Stock Ownership and Savings Plan 401(k).
/s/ Sharon K. Brantley, Paralegal, as Attorney-In-Fact for Scott J. Evernham07/08/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)