[Form 4] WINTRUST FINANCIAL CORP Insider Trading Activity

Rhea-AI Filing Summary

Gregory A. Smith, a director of Wintrust Financial Corp. (WTFC), reported receipt of 366 shares of Common Stock on 09/30/2025 under the companys Directors Deferred Fee and Stock Plan as compensation for third quarter 2025 director services. The transaction is recorded as an acquisition at an indicated price of $123.98 per share and leaves Mr. Smith with 2,747 shares beneficially owned directly. The Form 4 was filed individually and signed by an attorney-in-fact on behalf of the reporting person.

Positive

• Acquisition of 366 shares under the Director's Deferred Fee and Stock Plan adds to insider alignment with shareholders
• Total beneficial ownership of 2,747 shares is explicitly reported, improving transparency

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director compensation reported; modest additional insider ownership aligns incentives without signaling a large shift.

The filing documents a standard issuance of equity as deferred director compensation under an existing shareholder-approved plan. The amount, 366 shares valued at the reported transaction price, is small relative to typical outstanding common stock for a bank holding company, indicating this is a routine, non-material change to ownership. No disposals, option exercises, loans, or derivative transactions are reported. Documentation is complete with signature by an attorney-in-fact.

Securities Compliance Analyst

TL;DR: Form 4 appears properly completed and timely for a routine compensation issuance.

The report specifies the transaction date, code (A for acquisition), number of shares, resulting beneficial ownership, and the compensation plan basis in the explanation section. There is no indication of amendments or additional related-party transactions. From a Section 16 reporting perspective, this satisfies disclosure of changes in beneficial ownership due to director compensation.

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

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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^*

Smith Gregory A

(Last) (First) (Middle)

9700 WEST HIGGINS ROAD, 8TH FLOOR

(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		366(1)	A	$123.98	2,747	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 director Gregory A. Smith receive on 09/30/2025?

He received 366 shares of Wintrust Financial Corp. common stock as director compensation under the Director's Deferred Fee and Stock Plan.

At what price were the WTFC shares reported on the Form 4?

The transaction is reported with a price of $123.98 per share.

How many WTFC shares does Gregory A. Smith own after the reported transaction?

The Form 4 reports 2,747 shares beneficially owned following the acquisition.

Was the Form 4 filed individually or jointly for Gregory A. Smith?

The filing indicates it was a Form filed by One Reporting Person and signed by an attorney-in-fact on 09/30/2025.

Why were the shares issued to Gregory A. Smith?

The explanation states the shares were earned for Q3 2025 for services as a Director in accordance with the shareholder-approved Director's Deferred Fee and Stock Plan.