Old Second Bancorp (OSBC) Form 4: Large Insider Dispositions and Retirement Plan Allocation

Rhea-AI Filing Summary

Bradley S. Adams, CFO & COO of Old Second Bancorp, Inc. (OSBC), reported transactions on 09/30/2025. The Form 4 shows a 35-share allocation to his 401(k) plan at no cost and lists dispositions of 143,308 shares of common stock and 77,444 restricted stock units. Following the reported activity, Mr. Adams beneficially owns 10,085 shares indirectly through the 401(k) plan. The filing notes that the 143,308 disposed shares reflect holdings jointly held with his spouse (75,300 shares with a broker and 68,008 shares held outright). Transactions were reported by an attorney-in-fact on 10/01/2025.

Positive

• Officer received 35 shares allocated to the Old Second Bancorp, Inc. Employee Salary and Savings Plan at $0, indicating continued participation in the company retirement plan
• Retains indirect ownership of 10,085 shares through the 401(k) plan after reporting

Negative

• Reported dispositions total 143,308 common shares, a material reduction in the officer's previously held common stock position
• Reported disposition of 77,444 restricted stock units, representing a substantial movement of equity awards that could affect perceived insider alignment

Insights

Corporate Governance Expert

TL;DR: Significant disposals reported by the CFO/COO, with a small 401(k) allocation retained.

The Form 4 documents large disposals totaling 220,752 equity-related units when combining 143,308 common shares and 77,444 restricted stock units, alongside a minor 35-share allocation into the company 401(k). The filing clarifies that the 143,308 shares correspond to joint holdings with a spouse, suggesting internal re-titling or transfer rather than a market sale, but the form itself records them as dispositions. Such sizable movements by a senior officer can be material for governance transparency and should be monitored alongside any subsequent filings that disclose the nature of the transfers.

Securities Analyst

TL;DR: Large insider disposals may be viewed negatively; retained indirect ownership remains modest.

The report shows a 35-share acquisition into a 401(k) and substantial reported disposals of 143,308 common shares and 77,444 RSUs. After these entries, the officer's beneficial indirect ownership through the 401(k) is 10,085 shares. From a market-impact perspective, the disposals are sizable relative to an individual insider position and could be perceived negatively absent additional context explaining transfers to joint accounts. The filing does not state sale prices or whether dispositions were sales versus transfers, limiting conclusions about market impact.

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

1. Name and Address of Reporting Person^*

ADAMS BRADLEY S.

(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)
	CFO & COO

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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
Old Second Bancorp, Inc. Common Stock	09/30/2025		J	V	35	A	$0	10,085(1)	I	By 401-k Plan
Old Second Bancorp, Inc. Common Stock								143,308(2)	D
Restricted Stock Units								77,444	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. Of this total, 35 shares were allocated during the third quarter pursuant to the Old Second Bancorp, Inc. Employee Salary and Savings Plan. Information herein was provided by the Plan trustee as of 09-30-25.

2. Included in this total are 75,300 shares held jointly with spouse with a broker and 68,008 shares held jointly with spouse outright.

	/s/ Shirley Cantrell, Attorney-in-Fact	10/01/2025
	** 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 did OSBC CFO & COO Bradley S. Adams report on Form 4?

The Form 4 reports a 35-share allocation to his 401(k) and dispositions of 143,308 common shares and 77,444 restricted stock units with resulting indirect ownership of 10,085 shares.

When were the transactions reported for OSBC (Form 4)?

The transactions are dated 09/30/2025 and the Form 4 was signed by an attorney-in-fact on 10/01/2025.

Does the filing explain the nature of the 143,308-share disposition?

Yes. The filing explains that the 143,308 shares include 75,300 shares held jointly with spouse with a broker and 68,008 shares held jointly with spouse outright.

How many shares does Mr. Adams own after these transactions?

Following the reported transactions, Mr. Adams beneficially owns 10,085 shares indirectly through the 401(k) plan.

Were prices provided for the dispositions in the Form 4?

The Form 4 shows a $0 price for the 35-share allocation; no sale prices are provided for the reported dispositions of common stock or RSUs.