[Form 4] Wintrust Financial Corp Insider Trading Activity

Rhea-AI Filing Summary

On 15 July 2025, Wintrust Financial Corp. (WTFC) founder and Senior Advisor Edward J. Wehmer filed a Form 4 reporting a company-initiated redemption of Series E Preferred Stock depositary shares.

• The issuer redeemed 6,654 depositary shares (2,516 held directly; 4,138 held by spouse) at the board-approved redemption price of $25.00 per share, coded “J” to denote a corporate action rather than an open-market trade.
• After the transaction, Wehmer reports zero ownership of Series E Preferred Stock.
• Common-stock ownership remains substantial: 181,339 shares held directly, 8,244 through a 401(k) plan, and 25,987 held indirectly by spouse.
• No derivative securities were acquired or disposed of, and no other classes of securities were affected.

The filing reflects completion of a board-approved capital action and does not signal discretionary insider buying or selling, implying limited immediate impact on WTFC’s equity valuation.

Insights

Financial Analyst

TL;DR – Mandatory preferred redemption; neutral valuation impact.

The Form 4 shows the issuer redeemed all Series E Preferred depositary shares held by Mr. Wehmer and his spouse at $25. The action is corporate, not market-driven, so it offers no insight into insider sentiment toward WTFC common stock. Wehmer’s sizable common-share position remains unchanged, preserving alignment with shareholders. With no cash proceeds reported for common stock and no derivatives exercised, the disclosure is informational but not financially material. Impact on earnings or capital ratios cannot be assessed from this document alone.

Corporate Governance Expert

TL;DR – Board-approved redemption executed; compliance intact.

The redemption was pre-approved by WTFC’s board, satisfying procedural requirements for preferred share retirements. Transaction code “J” and attorney-in-fact signature demonstrate Section 16 compliance and proper delegation. No open-market activity minimizes conflict-of-interest concerns. Overall, the filing is routine and governance-neutral, indicating orderly execution of a capital action without insider self-dealing.

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^*

WEHMER EDWARD J

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	FOUNDER AND SENIOR ADVISOR

3. Date of Earliest Transaction (Month/Day/Year)
07/15/2025

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
Depositary Shares of Series E Preferred Stock	07/15/2025		J(1)		2,516	D	$25	0	D
Depositary Shares of Series E Preferred Stock	07/15/2025		J(1)		4,138	D	$25	0	I	by Spouse
Common Stock								181,339	D
Common Stock								8,244	I	by 401(k) Plan
Common Stock								25,987	I	by Spouse

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. These shares were redeemed by the issuer on July 15, 2025, in connection with the issuer's redemption of all of the issued and outstanding shares of its Series E Preferred Stock and related Depositary Shares, at a redemption price of $25.00 per Depositary Share, which redemption was pre-approved by the issuer's board of directors.

Remarks:

	/s/Kathleen M. Boege, Attorney-in-fact	07/15/2025
	** 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 insider transaction did WTFC report on July 15 2025?

Redemption of 6,654 Series E Preferred Stock depositary shares held by Edward J. Wehmer and spouse at $25 each.

How many WTFC preferred depositary shares were redeemed?

A total of 6,654 shares: 2,516 direct and 4,138 indirect through Mr. Wehmer’s spouse.

At what price were the Series E preferred shares redeemed?

The issuer redeemed the shares at the board-approved price of $25.00 per depositary share.

Did the redemption affect Edward J. Wehmer’s WTFC common-stock holdings?

No. He still owns 181,339 common shares directly, plus 8,244 via 401(k) and 25,987 through his spouse.

Was the transaction an open-market sale or a corporate action?

It was a corporate action (code “J”)—mandatory redemption by WTFC, not an open-market trade.