Old National Bancorp /IN/0000707179FALSE00007071792025-12-032025-12-030000707179us-gaap:CommonStockMember2025-12-032025-12-030000707179us-gaap:SeriesAPreferredStockMember2025-12-032025-12-030000707179us-gaap:SeriesCPreferredStockMember2025-12-032025-12-03
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): December 3, 2025
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OLD NATIONAL BANCORP
(Exact name of Registrant as specified in its charter)
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| Indiana |
001-15817 |
35-1539838 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.)
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| One Main Street |
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| Evansville, |
Indiana |
47708 |
(Address of Principal Executive Offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (773) 765-7675
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(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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Trading
Symbol(s)
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Name of each exchange on which registered |
| Common stock, no par value |
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ONB |
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NASDAQ Global Select Market |
| Depositary Shares, each representing a 1/40th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series A |
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ONBPP |
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NASDAQ Global Select Market |
| Depositary Shares, each representing a 1/40th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series C |
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ONBPO |
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NASDAQ Global Select Market |
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 extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b)On December 3, 2025, Old National Bancorp (the “Company”) announced that James A. Sandgren, Commercial Banking CEO, has indicated his intention to retire from the Company in April 2026.
Item 8.01. Other Events.
Attached hereto as Exhibit 99.1 is a news release of the Company containing information relating to Mr. Sandgren’s retirement noted above under Item 5.02 of this Current Report. The information contained in this Item 8.01 of this Current Report is being furnished, and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 News Release of Old National Bancorp dated December 3, 2025.
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: December 3, 2025
OLD NATIONAL BANCORP
By: /s/ Nicholas J. Chulos
Nicholas J. Chulos
Executive Vice President,
Chief Legal Officer and Corporate Secretary
EX-99.1
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ex991sandgrenretirementann.htm
EX-99.1
Document
oldnational.com
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Media Contact: |
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Scott Reinhard |
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(612) 716-0304 |
| December 3, 2025 |
Scott.Reinhard@oldnational.com |
Old National Commercial Banking CEO Jim Sandgren
to retire in April 2026
EVANSVILLE, IND. (NASDAQ: ONB) – Old National Bancorp today announced that Jim Sandgren, Commercial Banking CEO, will retire in April 2026. During his distinguished nearly 35-year career with Old National, Sandgren has been instrumental in shaping the company’s commercial banking strategy, which has fueled Old National’s transformation into a $71 billion regional institution with banking centers in 10 states.
“Serving alongside and partnering with Jim Sandgren for more than a decade has been one of the great privileges of my career,” said Jim Ryan, Chairman and CEO. “His unwavering commitment to our clients, our team, and our communities has established a standard of excellence that will stand as his legacy. I am also deeply grateful for Jim’s friendship over the years, and I know he will remain Old National’s biggest champion.”
During his three decades at Old National, Sandgren has served in a variety of executive roles, including President and COO, and Southern Region CEO (which includes the Evansville market). He is a graduate of DePauw University, an honors graduate of the Stonier Graduate School of Banking, and he holds a Credit Risk Certification from the Risk Management Association.
Old National President and COO Tim Burke noted that filling the shoes of a leader with the passion, experience, and values-driven mindset of Jim Sandgren will be a challenge. “However,” said Burke, “anyone who knows Jim understands that he will make it his mission over these next few months to ensure the smoothest possible transition for our commercial bank team and our trusted clients. That is who Jim is, and that’s why his impact on our culture will be felt long after he retires.”
Beyond his professional accomplishments, Sandgren is a passionate, highly engaged leader within the Greater Evansville community. This includes holding a board role with BridgeLink while also having provided his leadership to Ascension/St. Vincent-Evansville, the University of Southern Indiana Foundation, the Southwest Indiana Chamber, Easter Seals Rehabilitation Center, and multiple United Way campaigns. He also serves on the National Board of Directors for YMCA of the USA, and he is a Board Member and Treasurer of the Indiana High School Athletic Association Foundation.
“Deciding to retire was truly difficult,” explained Sandgren. “There’s never a perfect time to step away when you absolutely love what you do and when you get to work alongside amazing, passionate people every day. Old National Bank has been my family for nearly 35 years, and I’m deeply grateful for the relationships and friendships I have built – not only with the thousands of Old National team members, past and present, who have touched my life and helped shape me into the person I am today, but also with the trusted clients and community partners that I feel honored to have served.”
ABOUT OLD NATIONAL
Old National Bancorp is the holding company of Old National Bank. As the sixth largest commercial bank headquartered in the Midwest, Old National proudly serves clients primarily in the Midwest and Southeast. With approximately $71 billion of assets and $38 billion of assets under management, Old National ranks among the top 25 banking companies headquartered in the United States. Tracing our roots to 1834, Old National focuses on building long-term, highly valued partnerships with clients while also strengthening and supporting the communities we serve. In addition to providing extensive services in consumer and commercial banking, Old National offers comprehensive wealth management and capital markets services. For more information and financial data, please visit Investor Relations at oldnational.com. In 2025, Points of Light named Old National one of "The Civic 50" - an honor reserved for the 50 most community-minded companies in the United States.
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