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Quotes & Info
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| WTFC > SEC Filings for WTFC > Form 8-K on 10-Aug-2009 | All Recent SEC Filings |
10-Aug-2009
Other Events
Nominating and
Corporate Risk
Finance Compensation Governance Audit Management Executive
Board of Directors Committee Committee Committee Committee Committee Committee
Peter D. Crist (Chairman Member Member Chair
of the Board)
Bruce K. Crowther Member Member
Joseph F. Damico Member Chair Member
Bert A. Getz, Jr. Member Member
H. Patrick Hackett, Jr. Chair Member Member
Scott K. Heitmann Member Member
Charles H. James III Member Member
Albin F. Moschner Chair Member Member
Thomas J. Neis Member Member
Christopher J. Perry Member Member
Hollis W. Rademacher Member Chair Member
Ingrid S. Stafford Chair Member Member
Edward J. Wehmer Member
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Also, on August 10, 2009, Edward J. Wehmer, President, Chief Executive
Officer and Director, adopted a structured, pre-arranged stock trading plan to
sell shares of restricted stock in accordance with Rule 10b5-1 under the
Securities Exchange Act of 1934, as well as the policies of Wintrust with
respect to insider sales.
The purpose of the plan is to provide Mr. Wehmer, who receives a substantial
portion of his compensation in the form of equity awards, with the ability to
sell restricted stock which vests periodically in an orderly manner and to avoid
concerns about the timing of those transactions.
Mr. Wehmer's trading plan covers the sale of up to 10,000 shares of
restricted stock, which were granted to Mr. Wehmer in January 2005. The shares
of restricted stock may not be sold prior to their vesting on January 25, 2010.
The plan is expected to terminate no later than August 1, 2010. The maximum
number of shares that may be sold under the plan constitute less than 3% of Mr.
Wehmer's beneficially owned holdings of Wintrust common stock (which excludes
unvested restricted stock and unvested stock options).
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FORWARD-LOOKING STATEMENTS
This Current Report on Form 8-K contains forward-looking statements within the
meaning of federal securities laws. Forward-looking information in this document
can be identified through the use of words such as "may," "will," "intend,"
"plan," "project," "expect," "anticipate," "should," "would," "believe,"
"estimate," "contemplate," "possible," and "point." The forward-looking
information is premised on many factors, some of which are outlined below. The
Company intends such forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995, and is including this statement for purposes of
invoking these safe harbor provisions. Such forward-looking statements may be
deemed to include, among other things, statements relating to the Company's
projected growth, anticipated improvements in earnings, earnings per share and
other financial performance measures, and management's long-term performance
goals, as well as statements relating to the anticipated effects on financial
results of condition from expected developments or events, the Company's
business and growth strategies, including anticipated internal growth, plans to
form additional de novo banks and to open new branch offices, and to pursue
additional potential development or acquisitions of banks, wealth management
entities or specialty finance businesses. Actual results could differ materially
from those addressed in the forward-looking statements as a result of numerous
factors, including the following:
• Competitive pressures in the financial services business which may affect
the pricing of the Company's loan and deposit products as well as its
services (including wealth management services).
• Changes in the interest rate environment, which may influence, among other things, the growth of loans and deposits, the quality of the Company's loan portfolio, the pricing of loans and deposits and interest income.
• The extent of defaults and losses on our loan portfolio.
• Unexpected difficulties or unanticipated developments related to the Company's strategy of de novo bank formations and openings. De novo banks typically require 13 to 24 months of operations before becoming profitable, due to the impact of organizational and overhead expenses, the startup phase of generating deposits and the time lag typically involved in redeploying deposits into attractively priced loans and other higher yielding earning assets.
• The ability of the Company to obtain liquidity and income from the sale of premium finance receivables in the future and the unique collection and delinquency risks associated with such loans.
• Failure to identify and complete acquisitions in the future or unexpected difficulties or unanticipated developments related to the integration of acquired entities or assets into the Company.
• Legislative or regulatory changes or actions, or significant litigation involving the Company.
• Changes in general economic conditions in the markets in which the Company operates.
• The ability of the Company to receive dividends from its subsidiaries.
• The loss of customers as a result of technological changes allowing consumers to complete their financial transactions without the use of a bank.
• The ability of the Company to attract and retain senior management experienced in the banking and financial services industries.
• The risk that the terms of the U.S. Treasury Department's Capital Purchase Program could change.
• The other risk factors set forth in the Company's filings with the Securities and Exchange Commission.
Therefore, there can be no assurances that future actual results will correspond to these forward-looking statements. The reader is cautioned not to place undue reliance on any forward looking statement made by or on behalf of Wintrust. Any such statement speaks only as of the date the statement was made or as of such date that may be referenced within the statement. The Company undertakes no obligation to release revisions to these forward-looking statements or reflect events or circumstances after the date of this press release. Persons are advised, however, to consult further disclosures management makes on related subjects in its reports filed with the Securities and Exchange Commission and in its press releases.
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.
By: /s/ David A. Dykstra
David A. Dykstra
Senior Executive Vice President and
Chief Operating Officer
Date: August 10, 2009
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