- Current report filing (8-K)
May 20 2009 - 3:01PM
Edgar (US Regulatory)
UNITED STATES
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
Date of Report (Date of earliest event reported): May 19, 2009
WINTRUST FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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Illinois
(State or other
jurisdiction of
Incorporation)
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0-21923
(Commission File Number)
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36-3873352
(I.R.S. Employer
Identification No.)
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727 North Bank Lane
Lake Forest, Illinois
(Address of principal
executive offices)
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60045
(Zip Code)
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Registrants telephone number, including area code
(847) 615-4096
Not Applicable
(Former name or former address, if changed since last year)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01.
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Other Events
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In connection with a review of its executive compensation practices, the
Compensation Committee of the Board of Directors of Wintrust Financial Corporation (the Company)
adopted a policy that the Company will not enter into any new or materially amended agreements with
named executive officers that include any excise tax gross-up provisions with respect to payments
contingent upon a change in control. In addition, the Committee affirmed that (i) the 2008 grant to the CEO under the Companys
Cash Incentive Retirement Plan was a one-time, transitional award designed to compensate the
CEO during the Companys restructuring of its compensation
policies to focus on pay-for-performance and (ii) under the Companys compensation program going forward, it is not the
Companys policy or practice to grant long term compensation awards which are guaranteed or
are not linked to performance other than where extenuating circumstances exist.
1
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.
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WINTRUST FINANCIAL CORPORATION
(Registrant)
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By:
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/s/ David A. Dykstra
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David A. Dykstra
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Senior Executive Vice President and
Chief Operating Officer
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Date:
May 20, 2009
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