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Old Second Bancorp (NASDAQ: OSBC) clears $61.2M stock repurchase plan

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Old Second Bancorp, Inc. authorized a new share repurchase program allowing the company to buy back up to $61.2 million of its common stock. The program will run from July 1, 2026 through June 30, 2027 and has received nonobjection from the Federal Reserve Bank of Chicago.

Repurchases may occur through open market purchases, SEC Rule 10b5-1 trading plans, privately negotiated transactions or other methods, with timing, amount and pricing at management’s discretion and subject to market, economic, legal and regulatory factors. The company is not obligated to repurchase any shares, and activity can be started, stopped or suspended at any time. The existing plan is scheduled to expire on June 30, 2026.

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Insights

Old Second Bancorp adds a flexible $61.2M share repurchase authorization with regulatory nonobjection.

The company’s board approved a new share repurchase program for up to $61.2 million of common stock from July 1, 2026 through June 30, 2027. The Federal Reserve Bank of Chicago issued a nonobjection, an important regulatory step for a bank holding company.

Repurchases can be executed via open-market trades, Rule 10b5-1 trading plans, privately negotiated deals or other lawful methods, at management’s discretion. Activity is not mandatory and can be paused or stopped, so actual impact will depend on future market conditions and company decisions. The authorization follows an existing plan that expires on June 30, 2026.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Repurchase authorization $61.2 million Maximum aggregate amount of common stock under new program
Program start date July 1, 2026 Beginning of new share repurchase program period
Program end date June 30, 2027 Scheduled end of new share repurchase program
Existing plan expiry June 30, 2026 Expiration date of current share repurchase plan
Regulatory review Nonobjection received Federal Reserve Bank of Chicago nonobjection to program
share repurchase program financial
"The Board of Directors ... has authorized a new share repurchase program under which the Company may repurchase up to $61.2 million"
A share repurchase program is when a company buys back its own shares from the marketplace. This reduces the total number of shares available, which can increase the value of each remaining share and signal confidence in the company's prospects. For investors, it often suggests that the company believes its stock is undervalued or that it has extra cash to return to shareholders.
nonobjection regulatory
"The Company has received nonobjection from the Federal Reserve Bank of Chicago to the Repurchase Program."
open market purchases financial
"Repurchases by the Company under the Repurchase Program may be made from time to time through open market purchases, trading plans"
Open market purchases are buys of a company’s shares (or other securities) made on public exchanges at prevailing market prices rather than through private deals. For investors this matters because when a company buys back its own stock it reduces the number of shares available, which can boost per-share earnings and often signals management’s confidence; it also affects supply, demand and short-term liquidity much like someone quietly buying up items from a crowded marketplace.
trading plans financial
"through open market purchases, trading plans established in accordance with U.S. Securities and Exchange Commission rules"
Trading plans are pre-set instructions that tell an investor or company when and how much of a security to buy or sell, using clear triggers like price points, dates, or order sizes. They matter because they turn decisions into a repeatable roadmap that reduces emotional trading, helps manage risk, and — when disclosed by insiders — gives the market a predictable pattern of activity that investors can interpret like a schedule for future trades.
privately negotiated transactions financial
"through open market purchases, trading plans ... privately negotiated transactions, or by other means."
Privately negotiated transactions are deals made directly between parties without involving a public marketplace or open auction. They are like private sales between two individuals rather than items sold at a busy marketplace open to everyone. For investors, these transactions can offer more tailored terms and privacy, but they may also carry different risks and less transparency compared to public exchanges.
Emerging growth company regulatory
"Securities registered pursuant to Section 12(b) of the Act ... Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
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Learn about SEC filing dates
OLD SECOND BANCORP INC0000357173false00003571732026-06-252026-06-25

I

United States

Securities And Exchange Commission
Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 25, 2026

Graphic

(Exact name of registrant as specified in its charter)

Delaware

000-10537

36-3143493

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

37 South River Street
Aurora, Illinois 60507
(Address of principal executive offices) (Zip code)

(630) 892-0202
(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock

OSBC

The Nasdaq Stock Market

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

Item 8.01

Other Events.

The Board of Directors of Old Second Bancorp, Inc. (the “Company”) has authorized a new share repurchase program under which the Company may repurchase up to $61.2 million of additional shares of the Company’s common stock from July 1, 2026 through June 30, 2027 (the “Repurchase Program”). The Company has received nonobjection from the Federal Reserve Bank of Chicago to the Repurchase Program.

Repurchases by the Company under the Repurchase Program may be made from time to time through open market purchases, trading plans established in accordance with U.S. Securities and Exchange Commission rules, privately negotiated transactions, or by other means. The actual means and timing of any repurchases, quantity of purchased shares and prices will be, subject to certain limitations, at the discretion of management and will depend on a number of factors, including, without limitation, market prices of the Company’s common stock, general market and economic conditions, and applicable legal and regulatory requirements. Repurchases under the Repurchase Program may be initiated, discontinued, suspended or restarted at any time. The Company is not obligated to repurchase any shares under the Repurchase Program.

The Company’s existing share repurchase plan is scheduled to expire on June 30, 2026.

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

OLD SECOND BANCORP, INC.

Dated: June 25, 2026

By:

/s/ Bradley S. Adams

Bradley S. Adams

Executive Vice President,

Chief Operating Officer, and

Chief Financial Officer

FAQ

What did Old Second Bancorp (OSBC) authorize in this 8-K filing?

Old Second Bancorp authorized a new share repurchase program for its common stock. The plan allows the company to buy back up to $61.2 million of shares between July 1, 2026 and June 30, 2027, subject to management discretion and market conditions.

How large is Old Second Bancorp’s new share repurchase program?

The new repurchase program authorizes buybacks of up to $61.2 million of Old Second Bancorp common stock. This limit applies over the program’s life from July 1, 2026 through June 30, 2027 and does not obligate the company to repurchase any specific amount.

What is the time frame for Old Second Bancorp’s $61.2 million buyback program?

The repurchase program runs from July 1, 2026 through June 30, 2027. Within this period, Old Second Bancorp may buy back up to $61.2 million of common stock, with timing and volume determined by management and influenced by market, legal and regulatory factors.

What methods can Old Second Bancorp use to repurchase shares under the new program?

Old Second Bancorp may repurchase shares through open market purchases, trading plans under SEC rules, privately negotiated transactions, or other lawful methods. Management will decide how and when to execute repurchases, considering stock price, market conditions and regulatory requirements.

Did regulators approve Old Second Bancorp’s new share repurchase authorization?

The Federal Reserve Bank of Chicago issued a nonobjection to Old Second Bancorp’s new repurchase program. This nonobjection allows the company to proceed, though actual repurchase activity remains subject to management discretion, market conditions and ongoing legal and regulatory requirements.

What happens to Old Second Bancorp’s existing share repurchase plan?

The company’s existing share repurchase plan is scheduled to expire on June 30, 2026. The newly authorized program will cover the subsequent period from July 1, 2026 through June 30, 2027, allowing potential continuity of repurchase capacity if the company chooses to use it.

Filing Exhibits & Attachments

3 documents