Amendment: Old Second Bancorp Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
I
United States
Securities And Exchange Commission
Washington, D.C. 20549
FORM
(AMENDMENT NO. 1)
Current Report
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Explanatory Note
This Current Report on Form 8-K/A amends the Current Report on Form 8-K filed on May 20, 2025 (the “Original Form 8-K”) by Old Second Bancorp, Inc. (the “Company”) and is being filed to disclose the decision of the Company regarding the frequency with which it will submit proposals to approve executive compensation for a non-binding, advisory vote of stockholders (a “Say-on-Pay”) at future annual meetings of stockholders. No other changes have been made to the Original Form 8-K.
Item 5.07 | Submission of Matters to a Vote of Security Holders. |
As reported in the Original Form 8-K, at the annual meeting of stockholders held on May 20, 2025, the Company’s stockholders cast the greatest number of votes in favor of holding future Say-on-Pay votes on an annual basis.
In accordance with the recommendation of the Board of Directors, as set forth in the Company’s Definitive Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 18, 2025, and consistent with the voting results, the Board has determined that the non-binding advisory Say-on-Pay vote will be conducted annually. This policy will remain in effect until the next required stockholder vote on the frequency of Say-on-Pay votes, or until the Board determines that a different frequency is in the best interests of the Company’s stockholders.
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.
OLD SECOND BANCORP, INC. | ||
Dated: June 3, 2025 | By: | /s/ Bradley S. Adams |
Bradley S. Adams | ||
Executive Vice President, | ||
Chief Operating Officer, and | ||
Chief Financial Officer | ||