Wintrust Financial Corp 8-K, filed Oct 28, 2021
Wintrust Financial Corp (WTFC)
8-K
2021-10-28
For: 2021-10-28
View Original
Added on
April 06, 2026
About this 8-K
Wintrust Financial Corp filed this 8-K on October 28, 2021.
Items reported
- Item 1.01: Entered into a material agreement
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 28, 2021
(Exact name of registrant as specified in its charter)
_____________________________
(State or other jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
(Address of principal executive offices)
Registrant’s telephone number, including area code (847 ) 939-9000
N/A
(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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01. | Entry into a Material Definitive Agreement. | ||||
On October 28, 2021, the Board of Directors (the "Board") of Wintrust Financial Corporation (the “Company”) authorized the repurchase of up to $200 million of the Company's outstanding shares of common stock. This authorization is incremental to the remaining authorization of approximately $23 million under the previous program, which the Board approved in the fourth quarter of 2019. A copy of the press release relating to such authorization is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
| Item 9.01. | Financial Statements and Exhibits. | |||||||
| (d) | Exhibits. | |||||||
| Exhibit No. | Description | ||||
| 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.
WINTRUST FINANCIAL CORPORATION (Registrant) | ||||||||
| By: | /s/Kathleen M. Boege | |||||||
Kathleen M. Boege Executive Vice President, General Counsel and Corporate Secretary | ||||||||
Date: October 28, 2021
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EXHIBIT 99.1
Wintrust Financial Corporation
9700 West Higgins Road, Rosemont, Illinois 60018
News Release
FOR IMMEDIATE RELEASE October 28, 2021
FOR MORE INFORMATION CONTACT:
Edward J. Wehmer, Founder & Chief Executive Officer
David A. Dykstra, Vice Chairman & Chief Operating Officer
(847) 939-9000
Website address: www.wintrust.com
WINTRUST FINANCIAL CORPORATION ANNOUNCES CASH DIVIDENDS
AND NEW SHARE REPURCHASE AUTHORIZATION
ROSEMONT, ILLINOIS — Wintrust Financial Corporation (“Wintrust” or the “Company”) (Nasdaq: WTFC) today announced that the Company’s Board of Directors approved a quarterly cash dividend of $0.31 per share of outstanding common stock. The dividend is payable on November 26, 2021 to shareholders of record as of November 11, 2021.
Additionally, the Company’s Board of Directors approved quarterly cash dividends on outstanding shares of the Company’s 6.50% Fixed-to-Floating Non-Cumulative Perpetual Preferred Stock, Series D and of the Company’s 6.875% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series E. Each dividend is payable on January 15, 2022 to shareholders of record as of January 1, 2022.
Additionally, the Company’s Board of Directors authorized the repurchase of up to $200 million of the Company’s common stock. This authorization is incremental to the authorization remaining of approximately $23 million under the previous program, which was approved in the fourth quarter of 2019. Repurchases under such programs are subject to regulatory limitations and will be determined by the Company’s management based on their evaluation of market conditions, share price and other factors. Repurchases may occur from time to time in open market purchases, block transactions, accelerated share repurchase programs or similar vehicles, or in privately negotiated transactions. The share repurchase program may be suspended or discontinued at any time.
About Wintrust
Wintrust is a financial holding company with assets of over $47 billion whose common stock is traded on the NASDAQ Global Select Market. Built on the "HAVE IT ALL" model, Wintrust offers sophisticated technology and resources of a large bank while focusing on providing service-based community banking to each and every customer. Wintrust operates fifteen community bank subsidiaries, with over 170 banking locations located in the greater Chicago and southern Wisconsin market areas. Additionally, Wintrust operates various non-bank business units including business units which provide commercial and life insurance premium financing in the United States, a premium finance company operating in Canada, a company providing short-term accounts receivable financing and value-added out-sourced administrative services to the temporary staffing services industry, a business unit engaging primarily in the origination and purchase of residential mortgages for sale into the secondary market throughout the United States, and companies providing wealth management services and qualified intermediary services for tax-deferred exchanges.
Forward-Looking Information
This press release contains forward-looking statements within the meaning of the federal securities laws. Investors are cautioned that such statements are predictions and actual events or results may differ materially. Wintrust's plans with regard to the share repurchase program are subject to a number of risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" and the forward-looking statement disclosure contained in Wintrust's most recent Annual Report on Form 10-K and Wintrust’s subsequent filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date made and Wintrust undertakes no duty to update the information.
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