Old National Bancorp Files 8-K Report

TL;DR

ONB filed an 8-K on 11/25/24 for a material definitive agreement.

AI Summary

On November 25, 2024, Old National Bancorp entered into a material definitive agreement related to its financial statements and exhibits. The company, incorporated in Indiana, filed this 8-K report with the SEC.

Why It Matters

This filing indicates a significant event or agreement for Old National Bancorp, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: low — The filing is a standard 8-K report detailing a definitive agreement, which is a routine disclosure for public companies.

Key Players & Entities

• Old National Bancorp (company) — Registrant
• November 25, 2024 (date) — Date of earliest event reported
• Indiana (location) — State of incorporation
• 0001104659-24-122847 (accession_number) — SEC Filing Accession Number

FAQ

Filing Documents

• tm2429145d5_8k.htm (8-K) — 35KB
• tm2429145d5_ex10-1.htm (EX-10.1) — 154KB
• 0001104659-24-122847.txt ( ) — 452KB
• onb-20241125.xsd (EX-101.SCH) — 4KB
• onb-20241125_def.xml (EX-101.DEF) — 27KB
• onb-20241125_lab.xml (EX-101.LAB) — 37KB
• onb-20241125_pre.xml (EX-101.PRE) — 26KB
• tm2429145d5_8k_htm.xml (XML) — 7KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. The disclosure regarding the Additional Forward Sale Agreement (as defined below) under Item 8.01 of this Current Report on Form 8-K is incorporated herein by reference.

01 Other Events

Item 8.01 Other Events. As previously reported in a Current Report on Form 8-K filed on November 25, 2024 with the Securities and Exchange Commission (the "Prior Form 8-K"), on November 25, 2024, Old National Bancorp (the "Company") entered into (i) an underwriting agreement (the "Underwriting Agreement") with Citigroup Global Markets Inc., as representative for the underwriters named therein (collectively, the "Underwriters") and as forward seller (the "Forward Seller"), and Citibank, N.A., acting in its capacity as the forward purchaser (the "Forward Purchaser"), relating to the registered public offering and sale of 19,047,619 shares of common stock, no par value per share, of the Company ("Common Stock"), and (ii) a forward sale agreement (the "Forward Sale Agreement") with the Forward Purchaser relating to 19,047,619 shares of Common Stock. Pursuant to the Underwriting Agreement, the Underwriters were also granted a 30-day option to purchase up to an additional 2,857,143 shares of Common Stock. On November 25, 2024, the Underwriters exercised in full their option to purchase the additional 2,857,143 shares of Common Stock pursuant to the Underwriting Agreement and, in connection therewith, the Company entered into an additional forward sale agreement (the "Additional Forward Sale Agreement") with the Forward Purchaser relating to 2,857,143 shares of Common Stock, on terms essentially similar to those contained in the Forward Sale Agreement. The descriptions of the Underwriting Agreement, the Forward Sale Agreement and the Additional Forward Sale Agreement set forth above do not purport to be complete and are qualified in their respective entireties by reference to the terms and conditions of the Underwriting Agreement and the Forward Sale Agreement, which are filed as Exhibits 1.1 and 10.4, respectively, to the Prior Form 8-K, and the Additional Forward Sale Agreement, which is filed as Exhibit 10.1 hereto, and, in each case, incorporated herein by referenc

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Additional Forward Sale Agreement, dated as of November 25, 2024, between Old National Bancorp and Citibank, N.A. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 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: November 26, 2024 OLD NATIONAL BANCORP By: /s/ Nicholas J. Chulos Nicholas J. Chulos Executive Vice President, Chief Legal Officer and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR