Old National Bancorp 8-K, filed Feb 18, 2022
Old National Bancorp (ONB)
8-K
2022-02-18
For: 2022-02-17
View Original
Added on
April 07, 2026
About this 8-K
Old National Bancorp filed this 8-K on February 18, 2022, reporting on events of February 17, 2022.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_________________________________________________________
FORM 8-K
_________________________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 17, 2022
_________________________________________________________
OLD NATIONAL BANCORP
(Exact name of Registrant as specified in its charter)
_________________________________________________________
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of Principal Executive Offices) | (Zip Code) | |||||||
Registrant’s telephone number, including area code: (800 ) 731-2265
________________________________________________________
(Former name or former address if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (s230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (s240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the Registrant has elected not to use extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
On February 17, 2022, Old National Bancorp (the “Company”) issued a press release (“Press Release”) announcing that its Board of Directors approved a stock repurchase program that authorizes the repurchase of up to $200 million of the Company’s outstanding shares of common stock, as conditions warrant, through January 31, 2023. These shares may be purchased, from time to time, on the open market, in privately negotiated transactions or through accelerated share repurchases, at the discretion of, and at prices to be determined by, the Company. The Press Release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The stock repurchase program does not obligate the Company to repurchase a specific dollar amount or number of shares, and the program may be extended, modified or discontinued at any time.
Forward-Looking Statements
This current report on Form 8-K, including the exhibits attached hereto, may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include those regarding current expectations, beliefs or forecasts of future events or the Company’s stock repurchase program, including the timing and amount of any repurchase under the program, all of which speak only as of the date the statements are made. Forward-looking statements are also made from time-to-time in press releases and in oral statements made by the officers of the Company. These statements can be identified by the use of words such as “expect,” “may,” “could,” “will,” “intend,” “project,” “estimate,” “believe,” “anticipate,” and other words of similar meaning. Such forward-looking statements are based on beliefs, assumptions and estimates, which although believed to be reasonable, may turn out to be incorrect, such as statements about the potential impacts of the COVID-19 pandemic. Therefore, undue reliance should not be placed upon these statements, estimates or beliefs. We cannot assure that any of these statements, estimates, or beliefs will be realized and actual results or outcomes may differ from those contemplated in these “forward-looking statements.” We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise. You are advised to consult further disclosures we may make on related subjects in our filings with the SEC.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Press Release issued by Old National Bancorp on February 17, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: February 17, 2022
OLD NATIONAL BANCORP
By: /s/ Brendon B. Falconer
Brendon B. Falconer
Senior Executive Vice President and
Chief Financial Officer
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Exhibit 99.1
Old National Bancorp
One Main Street
Evansville, IN 47708
oldnational.com
Media: Kathy A. Schoettlin (812)465-7269
Investors: Lynell J. Walton (812) 464-1366
February 17, 2022
Old National Bancorp Announces Stock Repurchase Program
Evansville, Ind. (February 17, 2022) – Old National Bancorp (the “Company” or “Old National”) (NASDAQ: ONB) announced today that its Board of Directors approved a stock repurchase program that authorizes the Company to repurchase up to $200 million of the Company’s outstanding shares of common stock. Share repurchases under this program may be made from time to time on the open market, in privately negotiated transactions or through accelerated share repurchase programs in the discretion of, and at prices to be determined by, the Company. The program will be in effect until January 31, 2023.
ABOUT OLD NATIONAL
Old National Bancorp (NASDAQ: ONB), the holding company of Old National Bank, is the largest bank holding company headquartered in Indiana and recently completed its merger of equals transaction with First Midwest Bancorp, Inc. With more than $46 billion of assets and $34 billion of assets under management, it ranks among the top 35 banking companies in the U.S. and has been recognized as a World’s Most Ethical Company by the Ethisphere Institute for 10 consecutive years. Since its founding in Evansville in 1834, Old National Bank has focused on community banking by building long-term, highly valued partnerships and keeping our clients at the center of all we do. Today, Old National’s footprint includes Illinois, Indiana, Iowa, Kentucky, Michigan, Minnesota and Wisconsin. In addition to providing extensive services in retail and commercial banking, Old National offers comprehensive wealth management, investment and capital market services. For more information and financial data, please visit Investor Relations at oldnational.com.
FORWARD-LOOKING STATEMENTS
This press release, as well as any oral statements made from time to time by officers of the Company, may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include those regarding current expectations, beliefs or forecasts of future events or the Company’s stock repurchase program, including the timing and amount of any repurchases under the program, all of which speak only as of the date the statements are made. These statements can be identified by the
use of words such as “expect,” “may,” “could,” “will,” “believe,” or “anticipate,” and other words of similar meaning. Such forward-looking statements are based on beliefs, assumptions and estimates, which although believed to be reasonable, may turn out to be incorrect, such as statements about the potential impacts of the COVID-19 pandemic. Therefore, undue reliance should not be placed upon these statements, estimates or beliefs. We cannot assure that any of these statements, estimates, or beliefs will be realized and actual results or outcomes may differ from those contemplated in these “forward-looking statements.” We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise. You are advised to consult further disclosures we may make on related subjects in our filings with the Securities and Exchange Commission.