OLD NATIONAL BANCORP /IN/
For the period ended Mar 31, 2026. Filed Apr 29, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed Apr 29, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-10-29.
0000707179-25-000064
Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther InformationCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-04-29.
0000707179-26-000038
Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther InformationThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 10 previous paragraphs and 11 current paragraphs.
6 unchanged; 4 reworded; 1 added; 0 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 1 previous and 1 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (1)
Current report
(c)On March 16, 2026, the Company entered into a Rule 10b5-1 share repurchase plan (the “Purchase Plan”) with Keefe, Bruyette & Woods, Inc., as broker. The Purchase Plan was intended to satisfy the conditions of Rule 10b5-1(c)(1) of the Securities Exchange Act of 1934, as amended. Under the Purchase Plan, the broker was authorized to repurchase up to an aggregate of $105 million in shares of the Company’s common stock. The broker had sole discretion to determine the timing, price, and volume of any repurchases made pursuant to the plan, subject to the terms of the Purchase Plan and compliance with Rule 10b-18 of the Securities Exchange Act of 1934. The Purchase Plan became effective on March 17, 2026 and terminated on April 23, 2026.
Reworded paragraphs (4)
Previous wording
(1)Consists of shares acquired pursuant to the Company’s Board-approved stock repurchase program referred to in note 2 to this table and the Company’s share-based incentive programs. Under the terms of the Company’s share-based incentive programs, the Company accepts previously owned shares of common stock surrendered to satisfy tax withholding obligations associated with the vesting of restricted stock or performance shares earned.
Current wording
(1)Consists of shares acquired pursuant to the Company’s Board-approved share repurchase program referred to in note 2 to this table and the Company’s share-based incentive programs. Under the terms of the Company’s share-based incentive programs, the Company accepts previously owned shares of common stock surrendered to satisfy tax withholding obligations associated with the vesting of restricted stock or performance shares earned.
Previous wording
(2)On February 19, 2025, the Company’s Board of Directors approved a stock repurchase program, under which the Company is authorized to repurchase up to $200 million of its outstanding common stock through February 28, 2026. This stock repurchase program replaced the prior $200 million program that expired on February 28, 2025.
Current wording
(2)In the first quarter of 2026, the Company’s Board of Directors approved a new share repurchase program, under which the Company is authorized to repurchase up to $400 million of its outstanding shares of common stock through February 28, 2027. This new share repurchase program replaces the prior $200 million program that was set to expire on February 28, 2026.
Previous wording
(b)There have been no material changes in the procedure by which security holders may recommend nominees to the Company’s board of directors.
Current wording
(b)There have been no material changes in the procedure by which security holders may recommend nominees for election to the Company’s board of directors.
Previous wording
(c)During the three months ended September 30, 2025, no director or Section 16 officer of the Company adopted orterminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.
Current wording
No “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K was adopted, modified, or terminated during the three months ended March 31, 2026, except as described above.