Summary of WINTRUST FINANCIAL CORP

Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

2008 Bonus. The Board of Directors (the "Board") of Wintrust Financial Corporation (the "Company"), based on the recommendation of the Compensation Committee (the "Committee") of the Board, authorized the payment of cash bonus awards to the Company's executive officers for the year ended December 31, 2008. The Committee recommended awards based on its assessment of the Company's and each executive's performance measured against previously set financial and business objectives. The following table sets forth the awards to the executive officers of the Company who will be included as Named Executive Officers in the Company's Proxy Statement for the 2009 Annual Meeting of Shareholders (the "Proxy Statement"). Edward Wehmer and David Dykstra will be included as Named Executive Officers in the Proxy Statement but did not receive a cash or stock bonus for the year ended December 31, 2008.

            Name                 Cash Bonus      Stock Bonus      Total Bonus
            Richard B. Murphy    $   50,000             -         $    50,000
            David L. Stoehr      $   47,000             -         $    47,000
            John Fleshood        $   30,000             -         $    30,000

2009 Base Salary. On January 29, 2009, the Board approved, based on the recommendation of the Committee, base salaries in the amounts indicated below, effective as of February 1, 2009, for those executives who will be included as Named Executive Officers in the Proxy Statement:

                         Name                 Base Salary
                         Edward J. Wehmer     $   800,000
                         David A. Dykstra     $   600,000
                         Richard B. Murphy    $   380,000
                         David L. Stoehr      $   280,000
                         John Fleshood        $   278,000

The Company will provide additional information regarding compensation of its executive officers in the Proxy Statement. Item 8.01. Other Events.
The information in this Item 8.01 of this Current Report and Exhibit 99.1 is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item 8.01 of this Current Report and Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.
On January 29, 2009, the Company issued a press release announcing that its Board of Directors has declared a semi-annual cash dividend of $0.18 per share of its outstanding common stock. This cash dividend is payable on February 26, 2009 to shareholders of record as of February 12, 2009. The press release announcing the semi-annual dividend is attached hereto as Exhibit No. 99.1.

Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.

Exhibit No. Description

99.1 News Release dated January 29, 2009

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.

WINTRUST FINANCIAL CORPORATION (Registrant)

By: /s/ David A. Dykstra David A. Dykstra
Senior Executive Vice President and Chief Operating Officer

Date: February 4, 2009