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[Form 4] WINTRUST FINANCIAL CORP Insider Trading Activity

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

Rhea-AI Filing Summary

Insider transaction summary: Wintrust Financial Corp director Brian A. Kenney was granted 417 shares of common stock on 09/30/2025 under the company's Director's Deferred Fee and Stock Plan. The shares were recorded at a price of $123.98 and are reported as directly beneficially owned. Following the award, Mr. Kenney beneficially owns 11,631 shares of WTFC common stock. The filing is a routine director compensation accrual rather than an open-market purchase or sale.

Positive

  • Director compensation aligned with shareholders: 417 shares issued under the Director's Deferred Fee and Stock Plan
  • Transparent disclosure: Form 4 reports transaction date, share amount, price, and resulting beneficial ownership (11,631 shares)

Negative

  • None.

Insights

TL;DR: Routine director equity award of 417 shares, minimal impact on company capital structure or market supply.

This Form 4 reports a scheduled, service-based equity grant to a board member under the Director's Deferred Fee and Stock Plan. The award appears compensatory, not a buy or sell, and represents a small portion of outstanding shares given the reported 11,631-share holding post-transaction. Such grants align director compensation with shareholder interests but are not material to WTFC's valuation.

TL;DR: Standard deferred-fee issuance to a director, consistent with common governance practices.

The transaction is explicitly described as shares earned for Q3 2025 for director services under an approved plan. It reflects routine governance—using equity to compensate non-employee directors—promoting alignment without indicating any governance concern or change in control. Disclosure is complete for the reported item.

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).
1. Name and Address of Reporting Person*
KENNEY BRIAN A

(Last) (First) (Middle)
9700 W. HIGGINS ROAD, STE 800

(Street)
ROSEMONT IL 60018

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WINTRUST FINANCIAL CORP [ WTFC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
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
Common Stock 09/30/2025 A 417(1) A $123.98 11,631 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. Shares earned for the third quarter of 2025 for services as a Director of the Company in accordance with the Director's Deferred Fee and Stock Plan approved by the Shareholders.
Remarks:
/s/Kathleen M. Boege, Attorney-in-fact 09/30/2025
** 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 WTFC Form 4 filed by Brian A. Kenney report?

The filing reports a grant of 417 shares on 09/30/2025 under the Director's Deferred Fee and Stock Plan at a recorded price of $123.98.

How many WTFC shares does Brian Kenney beneficially own after the transaction?

The Form 4 states Mr. Kenney beneficially owns 11,631 shares of WTFC common stock following the reported transaction.

Was this transaction a market purchase or sale for WTFC (ticker WTFC)?

No. The transaction code is A (acquisition) for shares earned as director compensation, not an open-market trade.

What is the reason for the share issuance reported on the WTFC Form 4?

The explanation states: Shares earned for the third quarter of 2025 for services as a Director under the Director's Deferred Fee and Stock Plan approved by shareholders.

On what date was the WTFC Form 4 transaction executed and signed?

The transaction date and signature date provided on the form are 09/30/2025.
Wintrust Fincl

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8.84B
65.73M
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2.09%
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