(ONB)

Role: Director, 10%+ Owner
Signature: /s/ Daniel C. Reardon (Co-CEO and Trustee of Otto Bremer Trust)
Issuer symbol: ONB
Transactions as of: 01 May 2025
Net transactions value: $0
Form type: 3
Filing time: 07 May 2025, 17:45:49 UTC
Next filing: 02 Mar 2026
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Otto Bremer Trust	Director, 10%+ Owner	30 E 7TH ST STE 2900, ST. PAUL	/s/ Daniel C. Reardon (Co-CEO and Trustee of Otto Bremer Trust)	07 May 2025	0002064726

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	ONB	Common Stock						43,137,330	01 May 2025	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Shares acquired pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 25, 2024, by and among Bremer Financial Corporation ("Bremer"), Old National Bancorp (the "Issuer"), and ONB Merger Sub, Inc. ("Merger Sub"), pursuant to which Merger Sub merged with and into Bremer (the "First Step Merger"), with Bremer surviving the First Step Merger as a wholly owned subsidiary of the Issuer, and immediately following the First Step Merger, and as part of a single, integrated transaction, Bremer merged with and into the Issuer (the "Second Step Merger"), with the Issuer surviving the Second Step Merger as the surviving entity. Pursuant to the Merger Agreement, at the effective time of the First Step Merger (the "Effective Time"), each share of the common stock of Bremer converted into the right to receive (i) 4.182 shares of the common stock, no par value per share ("Common Stock"), of the Issuer and (ii) $26.22 in cash without interest.
F2	The Reporting Person has three Co-CEOs and trustees ("Trustees"). Any action by the Reporting Person with respect to the shares of Common Stock may be taken only by majority vote of the Trustees and, therefore, no Trustee individually has voting or dispositive power with respect to the shares.

Content

Shares acquired pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 25, 2024, by and among Bremer Financial Corporation ("Bremer"), Old National Bancorp (the "Issuer"), and ONB Merger Sub, Inc. ("Merger Sub"), pursuant to which Merger Sub merged with and into Bremer (the "First Step Merger"), with Bremer surviving the First Step Merger as a wholly owned subsidiary of the Issuer, and immediately following the First Step Merger, and as part of a single, integrated transaction, Bremer merged with and into the Issuer (the "Second Step Merger"), with the Issuer surviving the Second Step Merger as the surviving entity. Pursuant to the Merger Agreement, at the effective time of the First Step Merger (the "Effective Time"), each share of the common stock of Bremer converted into the right to receive (i) 4.182 shares of the common stock, no par value per share ("Common Stock"), of the Issuer and (ii) $26.22 in cash without interest.

The Reporting Person has three Co-CEOs and trustees ("Trustees"). Any action by the Reporting Person with respect to the shares of Common Stock may be taken only by majority vote of the Trustees and, therefore, no Trustee individually has voting or dispositive power with respect to the shares.

Remarks:

Solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Person may be deemed to be a director-by-deputization by virtue of the Reporting Person's contractual right to appoint a director to the board of directors of the Issuer, effective as of the Effective Time, pursuant to the Investor Agreement by and between the Trustees and the Issuer, dated November 25, 2024.