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Old Second Bancorp (OSBC) EVP granted 11,292 RSUs; 1,818 shares withheld for taxes

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

Rhea-AI Filing Summary

OLD SECOND BANCORP INC executive vice president Donald Pilmer reported equity compensation changes and related tax withholding. On February 17, 2026, he received a grant of 11,292 restricted stock units, split between time-based awards vesting on the third anniversary and performance-based awards that may vest within a 0%–175% range based on committee-approved metrics. On February 21, 2026, 1,818 shares of common stock valued at $20.57 per share were withheld by the issuer to cover tax obligations tied to the vesting of 5,256 previously granted time-based units, with the remaining vested shares added to his common stock holdings.

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Insider Pilmer Donald
Role EVP
Type Security Shares Price Value
Tax Withholding Restricted Stock Units 1,818 $20.57 $37K
Grant/Award Restricted Stock Units 11,292 $0.00 --
holding Old Second Bancorp, Inc. Common Stock -- -- --
holding Old Second Bancorp, Inc. Common Stock -- -- --
holding Old Second Bancorp, Inc. Common Stock -- -- --
holding Old Second Bancorp, Inc. Common Stock -- -- --
holding Old Second Bancorp, Inc. Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 44,754 shares (Direct); Old Second Bancorp, Inc. Common Stock — 3,438 shares (Direct); Old Second Bancorp, Inc. Common Stock — 4,010 shares (Indirect, By 401-K Plan)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive one share of common stock. The reporting person was granted 11,292 restricted stock units on the date of the grant, 5,646 of which are time-based restricted stock units that vest on the third anniversary of the grant date, and 5,646 of which are performance-based restricted stock units that may vest and convert to shares within a range from 0% to 175% of the underlying performance-based restricted stock units originally awarded, depending on our compensation committee approved performance metrics. Vested shares, if any, will be delivered to the reporting person in 3 to 5 business days from the date of vesting. Represents shares withheld by the issuer to satisfy applicable tax withholding obligations in connection with the vesting of 5,256 previously reported time-based restricted stock units, the remaining shares of which were issued and added to the reporting person's common stock holdings. These shares are held in Mr. Pilmer's name outright. These shares are held in spouse's IRA for which Mr. Pilmer is listed as a beneficiary.
Form 4 Insider Transactions: What Each Field Means →
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*
Pilmer Donald
(Last) (First) (Middle)
37 S. RIVER ST.
(Street)
AURORA IL 60506
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
OLD SECOND BANCORP INC [ OSBC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP
3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026
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
Restricted Stock Units 02/17/2026 A 11,292(1) A $0 50,010 D
Restricted Stock Units 02/21/2026 F 1,818(2) D $20.57 44,754 D
Old Second Bancorp, Inc. Common Stock 3,438(3) D
Old Second Bancorp, Inc. Common Stock 63,135 D
Old Second Bancorp, Inc. Common Stock 4,010 I By 401-K Plan
Old Second Bancorp, Inc. Common Stock 182 I By Profit Sharing Plan
Old Second Bancorp, Inc. Common Stock 1,450(4) I Spouse's IRA
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. Each restricted stock unit represents a contingent right to receive one share of common stock. The reporting person was granted 11,292 restricted stock units on the date of the grant, 5,646 of which are time-based restricted stock units that vest on the third anniversary of the grant date, and 5,646 of which are performance-based restricted stock units that may vest and convert to shares within a range from 0% to 175% of the underlying performance-based restricted stock units originally awarded, depending on our compensation committee approved performance metrics. Vested shares, if any, will be delivered to the reporting person in 3 to 5 business days from the date of vesting.
2. Represents shares withheld by the issuer to satisfy applicable tax withholding obligations in connection with the vesting of 5,256 previously reported time-based restricted stock units, the remaining shares of which were issued and added to the reporting person's common stock holdings.
3. These shares are held in Mr. Pilmer's name outright.
4. These shares are held in spouse's IRA for which Mr. Pilmer is listed as a beneficiary.
/s/ Shirley Cantrell, Attorney-in-Fact 02/24/2026
** 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 did OSBC executive Donald Pilmer report in this Form 4 filing?

Donald Pilmer reported an equity award and related tax withholding. He received 11,292 restricted stock units, then had 1,818 shares withheld by OLD SECOND BANCORP INC to satisfy taxes due on the vesting of previously granted time-based restricted stock units.

How many restricted stock units did Donald Pilmer receive from OLD SECOND BANCORP INC?

He received 11,292 restricted stock units from OLD SECOND BANCORP INC. Half are time-based units vesting on the third anniversary of the grant date, and half are performance-based units with vesting tied to compensation committee performance metrics and a 0%–175% payout range.

How are Donald Pilmer’s new OSBC restricted stock units structured?

The 11,292 restricted stock units are split evenly. 5,646 are time-based units vesting on the third anniversary, while 5,646 are performance-based units that may vest between 0% and 175% of the original award, depending on compensation committee-approved performance metrics for OLD SECOND BANCORP INC.

Why were 1,818 OLD SECOND BANCORP INC shares withheld in this Form 4?

The 1,818 shares were withheld by OLD SECOND BANCORP INC to satisfy tax withholding obligations. They relate to the vesting of 5,256 previously reported time-based restricted stock units, with the remaining vested shares issued and added to Donald Pilmer’s common stock holdings.

What price per share was used for the OSBC tax-withholding disposition?

The tax-withholding disposition used a price of $20.57 per OLD SECOND BANCORP INC share. This price applied to 1,818 shares withheld to cover tax obligations arising from the vesting of previously granted time-based restricted stock units reported in the Form 4 filing.

How and when will vested OSBC restricted stock units be delivered to Donald Pilmer?

Any vested shares from the restricted stock units will be delivered in common stock. The filing states that vested shares, if any, are scheduled to be delivered to Donald Pilmer within three to five business days from each applicable vesting date under the award terms.