OLD SECOND BANCORP INC. Files DEF 14A Proxy Statement

TL;DR

<b>OLD SECOND BANCORP INC. filed its DEF 14A proxy statement for the fiscal year ending December 31, 2023, on April 19, 2024.</b>

AI Summary

OLD SECOND BANCORP INC (OSBC) filed a Proxy Statement (DEF 14A) with the SEC on April 19, 2024. Filing type: DEF 14A (Definitive Proxy Statement). Reporting period: Fiscal year ending December 31, 2023. Filed as of date: April 19, 2024. Company ticker: OSBC. Industry classification: State Commercial Banks [6022].

Why It Matters

For investors and stakeholders tracking OLD SECOND BANCORP INC, this filing contains several important signals. This filing is a routine proxy statement, indicating that the company is preparing for its annual shareholder meeting where key corporate decisions and director elections will be made. The DEF 14A filing provides detailed information about executive compensation, board of directors, and other governance matters, which are crucial for investors to understand the company's management and strategic direction.

Risk Assessment

Risk Level: low — OLD SECOND BANCORP INC shows low risk based on this filing. The filing is a standard DEF 14A, which is a routine disclosure for public companies and does not contain new material financial information or significant strategic shifts that would inherently increase risk.

Analyst Insight

Review the executive compensation details and director nominations within the proxy statement to assess alignment with shareholder interests and company performance.

Key Numbers

• 2023-12-31 — Fiscal Year End (Reporting Period)
• 2024-04-19 — Filing Date (Date of Filing)
• DEF 14A — Form Type (SEC Filing Type)
• 6022 — SIC Code (Industry Classification)

Key Players & Entities

• OLD SECOND BANCORP INC (company) — Registrant
• OSBC (company) — Ticker Symbol
• DEF 14A (document) — Filing Type
• 2024-04-19 (date) — Filing Date
• 2023-12-31 (date) — Fiscal Year End
• 6022 (industry) — Standard Industrial Classification

FAQ

Industry Context

Old Second Bancorp Inc. operates within the State Commercial Banks industry, classified under SIC code 6022.

Regulatory Implications

The filing is made pursuant to Section 14(a) of the Securities Exchange Act of 1934, which governs the solicitation of proxies from shareholders.

What Investors Should Do

1. Analyze the proposed director nominees and their qualifications.
2. Review the executive compensation packages and any changes from prior years.
3. Understand the proposals to be voted on at the upcoming shareholder meeting.

Key Dates

• 2024-04-19: Filing Date — Definitive Proxy Statement filed
• 2023-12-31: Fiscal Year End — Period covered by the proxy statement

Year-Over-Year Comparison

This is a DEF 14A filing, which is a standard proxy statement. No prior filing data is available in the provided text for comparison.

Filing Documents

• tmb-20240521xdef14a.htm (DEF 14A) — 1580KB
• tmb-20240521xdef14a_a001.jpg (GRAPHIC) — 4KB
• tmb-20240521xdef14a_a019.jpg (GRAPHIC) — 50KB
• tmb-20240521xdef14a_a020.jpg (GRAPHIC) — 44KB
• tmb-20240521xdef14a_a021.jpg (GRAPHIC) — 49KB
• tmb-20240521xdef14a_bg001.jpg (GRAPHIC) — 102KB
• tmb-20240521xdef14a_bg002.jpg (GRAPHIC) — 118KB
• 0001558370-24-005337.txt (&nbsp;) — 3197KB
• tmb-20240521.xsd (EX-101.SCH) — 5KB
• tmb-20240521_def.xml (EX-101.DEF) — 4KB
• tmb-20240521_lab.xml (EX-101.LAB) — 7KB
• tmb-20240521_pre.xml (EX-101.PRE) — 4KB
• tmb-20240521xdef14a_htm.xml (XML) — 197KB

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 19 DELINQUENT SECTION 16(a) REPORTS 20 COMPENSATION DISCUSSION AND ANALYSIS 21 COMPENSATION COMMITTEE REPORT 35

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 36 DIRECTOR COMPENSATION 51 PROPOSAL 2: NON-BINDING ADVISORY VOTE TO APPROVE EXECUTIVE OFFICER COMPENSATION 53 PROPOSAL 3: RATIFICATION OF OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS 54 AUDIT COMMITTEE REPORT 55 HOUSEHOLDING 56 GENERAL 57 OLD SECOND BANCORP, INC. 37 South River Street, Aurora, Illinois 60507 PROXY STATEMENT This proxy statement is furnished in connection with the solicitation by the board of directors of Old Second Bancorp, Inc., a Delaware corporation, of proxies to be voted at the annual meeting of stockholders. This meeting is to be held virtually over the Internet, on May 21, 2024 at 9:00 a.m., central time, or at any postponements or adjournments of the meeting. Instructions for attending the meeting are included below. Old Second Bancorp, Inc. conducts a full service community banking and trust business through its wholly owned subsidiary, Old Second National Bank. Our principal executive offices are located at 37 South River Street, Aurora, Illinois 60507. A copy of our annual report for the year ended December 31, 2023, which includes audited financial statements, is enclosed. This proxy statement was first mailed to our stockholders on or about April 19, 2024. As used in this proxy statement, the terms "Old Second," "the Company," "we," "our" and "us" all refer to Old Second Bancorp, Inc., and its subsidiaries. Additionally, references to the "Bank" refer to Old Second National Bank. GENERAL INFORMATION ABOUT THE MEETING AND VOTING Why am I receiving this proxy statement and proxy card? You are receiving a proxy statement and proxy card from us because on March 22, 2024, the record date for the annual meeting, you owned shares of our common stock. This proxy statement describes the matters that will be presented for consideration by the stockholders at the annual meeting. It also gives you information concerning these matters to assist you in making an informed voting decision. When you