{"url_path":"/sec/wtfcn/10-k/2026/item-15","section_key":"item-15","section_title":"Item 15 EXHIBITS AND FINANCIAL STATEMENT SCHEDULES","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-02-26","source_url":"https://www.sec.gov/Archives/edgar/data/1015328/0001015328-26-000007-index.html","accession_number":"0001015328-26-000007","cik":"0001015328","ticker":"WTFC","issuer_name":"WINTRUST FINANCIAL CORP","edgar_url":"https://www.sec.gov/Archives/edgar/data/1015328/0001015328-26-000007-index.html","primary_entity_key":"0001015328","primary_entity_name":"WINTRUST FINANCIAL CORP"},"word_count":4632,"has_tables":true,"body_markdown":"ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES\n\n(a) Documents filed as part of this Annual Report on Form 10-K.\n\n1Financial Statements\n\nThe following financial statements of Wintrust Financial Corporation, incorporated herein by reference to Item 8, Financial Statements and Supplementary Data:\n\n•Consolidated Statements of Condition as of December 31, 2025 and 2024\n\n•Consolidated Statements of Income for the Years Ended December 31, 2025, 2024 and 2023\n\n•Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2025, 2024 and 2023\n\n•Consolidated Statements of Changes in Shareholders’ Equity for the Years Ended December 31, 2025, 2024 and 2023\n\n•Consolidated Statements of Cash Flows for the Years Ended December 31, 2025, 2024 and 2023\n\n•Notes to Consolidated Financial Statements\n\n•Report of Independent Registered Public Accounting Firm\n\n2Financial Statement Schedules\n\nFinancial statement schedules have been omitted as they are not applicable or the required information is shown in the Consolidated Financial Statements or notes thereto.\n\n3\nExhibits (Exhibits marked with a “*” denote management contracts or compensatory plans or arrangements)\n\nExhibit No.Exhibit Description\n\n[3.1](http://www.sec.gov/Archives/edgar/data/1015328/000095013706008920/c07652exv3w1.htm)\nAmended and Restated Articles of Incorporation of the Company, as amended (incorporated by reference to Exhibit 3.1 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2006, Exhibits 3.1 and 3.2 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on July 29, 2011 and Exhibit 3.1 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012).\n\n[3.2](https://www.sec.gov/Archives/edgar/data/1015328/000110465925048536/tm2515112d1_ex3-1.htm)\nCertificate of Designation of Wintrust Financial Corporation filed on May 9, 2025 with the Secretary of the State of Illinois designating the preferences, limitation, voting powers and relative rights of the Series F Preferred Stock (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 14, 2025).\n\n[3.3](https://www.sec.gov/Archives/edgar/data/1015328/000110465925068365/tm2520286d1_ex3-2.htm)\nStatement of Resolution of the Board or Directors of Wintrust Financial Corporation Regarding the Series D Preferred Stock (incorporated by reference to Exhibit 3.1 of the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on July 16, 2025).\n\n[3.4](https://www.sec.gov/Archives/edgar/data/1015328/000110465925068365/tm2520286d1_ex3-2.htm)\nStatement of Resolution of the Board or Directors of Wintrust Financial Corporation Regarding the Series E Preferred Stock (incorporated by reference to Exhibit 3.2 of the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on July 16, 2025).\n\n[3.5](https://www.sec.gov/Archives/edgar/data/1015328/000110465924084675/tm2420533d1_ex3-1.htm)\nAmended and Restated By-laws of the Company, as amended (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on August 1, 2024).\n\n[4.1](https://www.sec.gov/Archives/edgar/data/1015328/000101532824000083/exhibit41registrantsecurit.htm)\n\nDescription of the Company’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.1 of the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on February 28, 2024).\n\n4.2Certain instruments defining the rights of the holders of long-term debt of the Company and certain of its subsidiaries, none of which authorize a total amount of indebtedness in excess of 10% of the total assets of the Company and its subsidiaries on a consolidated basis, have not been filed as Exhibits. The Company hereby agrees to furnish a copy of any of these agreements to the Securities and Exchange Commission upon request.\n\n[4.3](https://www.sec.gov/Archives/edgar/data/1015328/000104746920002834/a2241540zex-4_5.htm)\nForm of Subordinated Indenture between the Company and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.5 of the Company’s Registration Statement on Form S-3, filed with the Securities and Exchange Commission on May 6, 2020).\n\n171\n\n[4.4](https://www.sec.gov/Archives/edgar/data/1015328/000110465925051990/tm2515739d3_ex4-2.htm)\nForm of Depositary Receipt (included as Exhibit A to Exhibit 4.1 hereto).\n\n[4.5](https://www.sec.gov/Archives/edgar/data/1015328/000110465925051990/tm2515739d3_ex4-2.htm)\nDeposit Agreement, dated as of May 22, 2025, among Wintrust Financial Corporation, U.S. Bank Trust Company, National Association, as Depositary, and the holders from time to time of the Depositary Receipts issued thereunder (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 22, 2025).\n\n[4.6](http://www.sec.gov/Archives/edgar/data/1015328/000101532814000137/exhibit42-firstsupplementa.htm)\nFirst Supplemental Indenture, dated June 13, 2014 between the Company and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 13, 2014).\n\n[4.7](http://www.sec.gov/Archives/edgar/data/1015328/000110465919034286/a19-10736_4ex4d2.htm)\nSecond Supplemental Indenture, dated June 6, 2019 between the Company and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 6, 2019).\n\n[4.8](http://www.sec.gov/Archives/edgar/data/1015328/000110465919034286/a19-10736_4ex4d2.htm)\nForm of 4.850% Subordinated Notes due 2029 (incorporated by reference to Exhibit A in Exhibit 4.2 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 6, 2019).\n\n[10.1](https://www.sec.gov/Archives/edgar/data/1015328/000101532822000195/exhibit101amendedandrestat.htm)\nAmended and Restated Credit Agreement, dated as of December 12, 2022, by and among Wintrust Financial Corporation, as Borrower, the lenders who are party to the Agreement and the lenders who may become a party to the Agreement pursuant to terms hereof, as Lenders, and Wells Fargo Bank, National Association, a national banking association, as Administrative Agent for the Lenders (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on December 15, 2022).\n\n[10.2](https://www.sec.gov/Archives/edgar/data/1015328/000101532823000158/exhibit101.htm)\nFirst Amendment, dated as of July 17, 2023 to the Credit Agreement dated December 12, 2022, as amended and restated, among the Company, the lenders named therein, and Wells Fargo Bank, National Association, as administrative agent (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on July 20, 2023).\n\n[10.3](https://www.sec.gov/Archives/edgar/data/1015328/000101532823000221/ex101secondamendmenttoamen.htm)\nSecond Amendment, dated as of December 11, 2023 to the Credit Agreement dated December 12, 2022, as amended and restated, among the Company, the lenders named therein, and Wells Fargo Bank, National Association, as administrative agent (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 12, 2023).\n\n[10.4](https://www.sec.gov/Archives/edgar/data/1015328/000101532824000269/ex101thirdamendmenttoamend.htm)\nThird Amendment, dated as of December 6, 2024 to the Credit Agreement dated December 12, 2022, as amended and restated, among the Company, the lenders named therein, and U.S. Bank, National Association, as administrative agent (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 10, 2024).\n\n[10.5](https://www.sec.gov/Archives/edgar/data/1015328/000101532825000211/ex1014thamdtoarcreditagree.htm)\nFourth Amendment, dated as of December 4, 2025 to the Credit Agreement dated December 12, 2022, as amended and restated, among the Company, the lenders named therein, and U.S. Bank, National Association, as administrative agent (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 8, 2025).\n\n[10.6](https://www.sec.gov/Archives/edgar/data/1015328/000101532825000211/ex1025thamdtoarcreditagree.htm)\nFifth Amendment, dated as of December 4, 2025 to the Credit Agreement dated December 12, 2022, as amended and restated, among the Company, the lenders named therein, and U.S. Bank, National Association, as administrative agent (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 8, 2025).\n\n[10.7](http://www.sec.gov/Archives/edgar/data/1015328/000101532814000231/ex102receivablespurchaseag.htm)\nReceivables Purchase Agreement, dated as of December 16, 2014, by and among First Insurance Funding of Canada Inc. and CIBC Mellon Trust Company, in its capacity as Trustee of PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 19, 2014).\n\n[10.8](http://www.sec.gov/Archives/edgar/data/1015328/000101532816000285/exhibit105firstamendingagr.htm)\nFirst Amending Agreement to the Receivables Purchase Agreement, dated December 15, 2015, by and among First Insurance Funding of Canada Inc. and CIBC Mellon Trust Company, in its capacity as Trustee of PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.5 of the Company's Annual Report on Form 10-K, filed with the Securities and Exchange Commission on February 29, 2016).\n\n172\n\n[10.9](http://www.sec.gov/Archives/edgar/data/1015328/000101532818000080/exhibit109-secondamendinga.htm)\nSecond Amending Agreement to the Receivables Purchase Agreement, dated September 9, 2016, by and among First Insurance Funding of Canada, Inc. and CIBC Mellon Trust Company, in its capacity as Trustee of PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.9 of the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 28, 2018).\n\n[10.10](http://www.sec.gov/Archives/edgar/data/1015328/000101532817000230/exhibit101.htm)\nThird Amending Agreement to the Receivables Purchase Agreement, dated December 15, 2017, by and among First Insurance Funding of Canada Inc. and CIBC Mellon Trust Company, in its capacity as Trustee of PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.1 of the Company's Annual Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2017).\n\n[10.11](http://www.sec.gov/Archives/edgar/data/1015328/000101532818000141/exhibit101fourthamendingag.htm)\nFourth Amending Agreement to the Receivables Purchase Agreement, dated June 29, 2018, by and among First Insurance Funding of Canada Inc. and CIBC Mellon Trust Company, in its capacity as Trustee of PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.1 of the Company's Annual Report on Form 8-K filed with the Securities and Exchange Commission on July 3, 2018).\n\n[10.12](http://www.sec.gov/Archives/edgar/data/1015328/000101532819000048/exh101fifthamendingagreeme.htm)\nFifth Amending Agreement to the Receivables Purchase Agreement, dated as of February 15, 2019 by and between First Insurance Funding of Canada Inc. and CIBC Mellon Trust, in its capacity as trustee of PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.1 of the Company's Annual Report on Form 8-K filed with the Securities and Exchange Commission on February 22, 2019).\n\n[10.13](http://www.sec.gov/Archives/edgar/data/1015328/000101532819000108/exh101sixthamendingagreeme.htm)\nSixth Amending Agreement to the Receivables Purchase Agreement, dated as of May 27, 2019 by and between First Insurance Funding of Canada Inc. and CIBC Mellon Trust, in its capacity as trustee of PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.1 of the Company's Annual Report on Form 8-K filed with the Securities and Exchange Commission on May 30, 2019).\n\n[10.14](https://www.sec.gov/Archives/edgar/data/1015328/000101532820000024/ex101seventhamendingag.htm)\nSeventh Amending Agreement to the Receivables Purchase Agreement, date as of January 15, 2020 by and between First Insurance Funding of Canada Inc. and CIBC Mellon Trust, in its capacity as trustee of PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.1 of the Company's Annual Report on Form 8-K filed with the Securities and Exchange Commission on January 17, 2020).\n\n[10.15](https://www.sec.gov/Archives/edgar/data/1015328/000101532820000126/ex101eightamendingagre.htm)\nEighth Amending Agreement to the Receivables Purchase Agreement, dated May 20, 2020, by and between First Insurance Funding of Canada Inc. and CIBC Mellon Trust, in its capacity as trustee of the PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 26, 2020).\n\n[10.16](https://www.sec.gov/Archives/edgar/data/1015328/000101532821000025/ex101ninthamendingagreemen.htm)\nNinth Amending Agreement to the Receivables Purchase Agreement, dated January 15, 2021, by and between First Insurance Funding of Canada Inc. and CIBC Mellon Trust, in its capacity as trustee of the PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 20, 2021).\n\n[10.17](https://www.sec.gov/Archives/edgar/data/1015328/000101532822000093/ex101tenthamendingagreemen.htm)\nTenth Amending Agreement to the Receivables Purchase Agreement, dated as of May 2, 2022, by and between First Insurance Funding of Canada Inc. and CIBC Mellon Trust Company, in its capacity as trustee of PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 3, 2022).\n\n[10.18](https://www.sec.gov/Archives/edgar/data/1015328/000101532823000135/ex101eleventhamendingagree.htm)\nEleventh Amending Agreement to the Receivables Purchase Agreement, dated as of May 31, 2023, by and between First Insurance Funding of Canada Inc. and CIBC Mellon Trust Company in its capacity as trustee of PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 6, 2023).\n\n[10.19](https://www.sec.gov/Archives/edgar/data/1015328/000101532824000194/ex101twelfthamendingagreem.htm)\nTwelfth Amending Agreement to the Receivables Purchase Agreement, dated as of August 29, 2024, by and between First Insurance Funding of Canada Inc. and CIBC Mellon Trust Company in its capacity as trustee of PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 29, 2024).\n\n[10.20](https://www.sec.gov/Archives/edgar/data/1015328/000101532825000213/a101thirteenthamendingagre.htm)\nThirteenth Amending Agreement to the Receivables Purchase Agreement, dated as of December 15, 2025, by and between First Insurance Funding of Canada Inc. and CIBC Mellon Trust Company in its capacity as trustee of PLAZA Trust, by its Financial Service Agent, Royal Bank of Canada (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 15, 2025).\n\n[10.21](http://www.sec.gov/Archives/edgar/data/1015328/000101532814000231/ex103performanceguarantee.htm)\nPerformance Guarantee, made as of December 16, 2014, by the Company in favor of CIBC Mellon Trust Company, in its capacity as trustee of PLAZA Trust (incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 19, 2014).\n\n173\n\n[10.22](http://www.sec.gov/Archives/edgar/data/1015328/000101532817000230/exhibit102.htm)\nPerformance Guarantee Confirmation, made as of December 15, 2017, by the Company in favor of CIBC Mellon Trust Company, in its capacity as trustee of PLAZA Trust (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2017).\n\n[10.23](http://www.sec.gov/Archives/edgar/data/1015328/000101532818000141/exhibit102performanceguara.htm)\nPerformance Guarantee Confirmation, dated as of June 28, 2018, by the Company in favor of CIBC Mellon Trust Company, in its capacity as trustee of PLAZA Trust (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 3, 2018).\n\n[10.24](http://www.sec.gov/Archives/edgar/data/1015328/000101532819000048/exh102performanceguarantee.htm)\nPerformance Guarantee Confirmation, dated as of February 15, 2019, by the Company in favor of CIBC Mellon Trust Company, in its capacity as trustee of PLAZA Trust (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 22, 2019).\n\n[10.25](http://www.sec.gov/Archives/edgar/data/1015328/000101532819000108/exh102performanceguarantee.htm)\nPerformance Guarantee Confirmation, dated as of May 27, 2019, by the Company in favor of CIBC Mellon Trust Company, in its capacity as trustee of PLAZA Trust (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 30, 2019).\n\n[10.26](https://www.sec.gov/Archives/edgar/data/1015328/000101532820000024/ex102performanceguaran.htm)\nPerformance Guarantee Confirmation, dated as of January 15, 2020, by the Company in favor of CIBC Mellon Trust Company, in its capacity as trustee of PLAZA Trust (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 17, 2020).\n\n[10.27](https://www.sec.gov/Archives/edgar/data/1015328/000101532820000126/ex102performanceguaran.htm)\nPerformance Guarantee Confirmation, dated as of May 20, 2020, by the Company in favor of CIBC Mellon Trust Company, in its capacity as trustee of PLAZA Trust (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 26, 2020).\n\n[10.28](https://www.sec.gov/Archives/edgar/data/1015328/000101532821000025/ex102performanceguaranteec.htm)\nPerformance Guarantee Confirmation, dated as of January 15, 2021, by the Company in favor of CIBC Mellon Trust Company, in its capacity as trustee of PLAZA Trust (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 20, 2021).\n\n[10.29](https://www.sec.gov/Archives/edgar/data/1015328/000101532822000093/ex102performanceguaranteec.htm)\nPerformance Guarantee Confirmation, dated as of May 2, 2022, by the Company in favor of CIBC Mellon Trust Company, in its capacity as trustee of PLAZA Trust (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 3, 2022).\n\n[10.30](https://www.sec.gov/Archives/edgar/data/1015328/000101532823000135/ex102performanceguaranteem.htm)\nPerformance Guarantee Confirmation, dated as of May 31, 2023, confirming the Performance Guarantee dates as of December 16, 2014, by and between the Company and PLAZA Trust (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 6, 2023).\n\n[10.31](https://www.sec.gov/Archives/edgar/data/1015328/000101532824000194/ex102performanceguaranteec.htm)\nPerformance Guarantee Confirmation, dated as of August 29, 2024, confirming the Performance Guarantee dated as of December 16, 2014, by and between the Company and Plaza Trust (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 29, 2024).\n\n[10.32](https://www.sec.gov/Archives/edgar/data/1015328/000101532825000213/a102performanceguaranteede.htm)\nPerformance Guarantee Confirmation, dated as of December 15, 2025, confirming the Performance Guarantee dated as of December 16, 2014, by and between the Company and Plaza Trust (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 15, 2025).\n\n[10.33](https://www.sec.gov/Archives/edgar/data/1015328/000101532825000213/a103firstinsurancefeelette.htm)\nFee Letter dated as of December 15, 2025 by CIBC Mellon Trust Company, in its capacity as trustee of Plaza Trust, by its Financial Service Agent, Royal Bank of Canada and acknowledged by First Insurance Funding of Canada Inc. (incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 15, 2025).\n\n[10.34](http://www.sec.gov/Archives/edgar/data/1015328/000095013705009629/c97422exv10w1.htm)\nJunior Subordinated Indenture, dated as of August 2, 2005, between the Company and Wilmington Trust Company, as trustee (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 4, 2005).\n\n[10.35](http://www.sec.gov/Archives/edgar/data/1015328/000095013705009629/c97422exv10w2.htm)\nAmended and Restated Trust Agreement, dated as of August 2, 2005, among the Company, as depositor, Wilmington Trust Company, as property trustee and Delaware trustee, and the Administrative Trustees listed therein (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 4, 2005).\n\n[10.36](http://www.sec.gov/Archives/edgar/data/1015328/000095013705009629/c97422exv10w3.htm)\nGuarantee Agreement, dated as of August 2, 2005, between the Company, as Guarantor, and Wilmington Trust Company, as trustee (incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 4, 2005).\n\n174\n\n[10.37](http://www.sec.gov/Archives/edgar/data/1015328/000095013706009798/c08302exv10w1.htm)\nIndenture, dated as of September 1, 2006, between the Company and LaSalle Bank National Association, as trustee (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 6, 2006).\n\n[10.38](http://www.sec.gov/Archives/edgar/data/1015328/000095013706009798/c08302exv10w2.htm)\nAmended and Restated Declaration of Trust, dated as of September 1, 2006, among the Company, as depositor, LaSalle Bank National Association, as institutional trustee, Christiana Bank & Trust Company, as Delaware trustee, and the Administrators listed therein (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 6, 2006).\n\n[10.39](http://www.sec.gov/Archives/edgar/data/1015328/000095013706009798/c08302exv10w3.htm)\nGuarantee Agreement, dated as of September 1, 2006, between the Company, as Guarantor, and LaSalle Bank National Association, as trustee (incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 6, 2006).\n\n[10.40](https://www.sec.gov/Archives/edgar/data/1015328/000110465923007726/tm234685d1_ex10-2.htm)\nAmended and Restated Employment Agreement, dated as of January 26, 2023, between the Company and Edward J. Wehmer (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 30, 2023).*\n\n[10.41](http://www.sec.gov/Archives/edgar/data/1015328/000095012308018371/c48314exv10w5.htm)\nAmended and Restated Employment Agreement, dated December 19, 2008, between the Company and David A. Dykstra, Senior Executive Vice President and Chief Operating Officer (incorporated by reference to Exhibit 10.5 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 24, 2008).*\n\n[10.42](http://www.sec.gov/Archives/edgar/data/1015328/000095012308018371/c48314exv10w7.htm)\nAmended and Restated Employment Agreement, dated December 19, 2008, between the Company and Richard B. Murphy, Executive Vice President and Chief Credit Officer (incorporated by reference to Exhibit 10.7 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 24, 2008).*\n\n[10.43](http://www.sec.gov/Archives/edgar/data/1015328/000095012308018371/c48314exv10w6.htm)\nAmended and Restated Employment Agreement, dated December 19, 2008, between the Company and David L. Stoehr, Executive Vice President and Chief Financial Officer (incorporated by reference to Exhibit 10.6 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 24, 2008).*\n\n[10.44](https://www.sec.gov/Archives/edgar/data/1015328/000110465923007726/tm234685d1_ex10-1.htm)\nAmended and Restated Employment Agreement, dated as of January 26, 2023, between the Company and Timothy S. Crane (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on January 30, 2023).*\n\n[10.45](http://www.sec.gov/Archives/edgar/data/1015328/0000948572-97-000018.txt)\nWintrust Financial Corporation 1997 Stock Incentive Plan (incorporated by reference to Appendix A of the Proxy Statement relating to the May 22, 1997 Annual Meeting of Shareholders of the Company).*\n\n[10.46](http://www.sec.gov/Archives/edgar/data/1015328/000094857200000048/0000948572-00-000048-0002.txt)\nFirst Amendment to Wintrust Financial Corporation 1997 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2000).*\n\n[10.47](http://www.sec.gov/Archives/edgar/data/1015328/000091384904000425/ex99-3_062904.txt)\nSecond Amendment to Wintrust Financial Corporation 1997 Stock Incentive Plan adopted by the Board of Directors on January 24, 2002 (incorporated by reference to Exhibit 99.3 of the Company’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission on July 1, 2004).*\n\n[10.48](http://www.sec.gov/Archives/edgar/data/1015328/000091384904000425/ex99-4_062904.txt)\nThird Amendment to Wintrust Financial Corporation 1997 Stock Incentive Plan adopted by the Board of Directors on May 27, 2004 (incorporated by reference to Exhibit 99.4 of the Company’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission on July 1, 2004).*\n\n[10.49](http://www.sec.gov/Archives/edgar/data/1015328/000119312511300739/d253971dex46.htm)\nWintrust Financial Corporation 2007 Stock Incentive Plan, as amended (incorporated by reference to Exhibit 4.6 to the Company’s Registration Statement on Form S-8, filed with the Securities and Exchange Commission on November 8, 2011).*\n\n[10.50](http://www.sec.gov/Archives/edgar/data/1015328/000101532815000110/exhibit101.htm)\nWintrust Financial Corporation 2015 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 1, 2015).*\n\n[10.51](https://www.sec.gov/Archives/edgar/data/1015328/000101532822000099/areex1012022stockincentive.htm)\nWintrust Financial Corporation 2022 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 27, 2022).*\n\n[10.52](https://www.sec.gov/Archives/edgar/data/1015328/000101532825000133/ex1012025stockincentiveplan.htm)\nWintrust Financial Corporation 2025 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 23, 2025).*\n\n175\n\n[10.53](http://www.sec.gov/Archives/edgar/data/1015328/000095013707003118/c12740exv10w31.htm)\nForm of Nonqualified Stock Option Agreement under the Company’s 2007 Stock Incentive Plan (incorporated by reference to Exhibit 10.31 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2006).*\n\n[10.54](http://www.sec.gov/Archives/edgar/data/1015328/000101532816000344/exhibit102-formofnonqualif.htm)\nForm of Nonqualified Stock Option Agreement under the Company’s 2015 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 of the Company’s Quarter Report on Form 10-Q for the quarter ended March 31, 2016).*\n\n[10.55](https://www.sec.gov/Archives/edgar/data/1015328/000101532821000110/ex104wintrustrsu2021agreem.htm)\nForm of Restricted Stock Unit Award, Agreement under Company’s 2015 Stock Incentive Plan (incorporated by reference to Exhibit 10.4 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021).\n\n[10.56](http://www.sec.gov/Archives/edgar/data/1015328/000101532813000156/wtfc201363010qexhibit101.htm)\nForm of Performance Share Unit Award - Stock Settled under the Company's 2007 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2013).*\n\n[10.57](http://www.sec.gov/Archives/edgar/data/1015328/000101532816000344/exhibit103-formofperforman.htm)\nForm of Performance Award Agreement - Share Settled under the Company's 2015 Stock Incentive Plan (incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016).*\n\n[10.58](http://www.sec.gov/Archives/edgar/data/1015328/000101532813000156/wtfc201363010qexhibit102.htm)\nForm of Performance Share Unit Award - Cash Settled under the Company's 2007 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2013).*\n\n[10.59](http://www.sec.gov/Archives/edgar/data/1015328/000101532816000344/exhibit101-formofperforman.htm)\nForm of Performance Share Unit Award - Cash Settled under the Company's 2015 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016).*\n\n[10.60](https://www.sec.gov/Archives/edgar/data/1015328/000101532815000040/exhibit1025performanceshar.htm)\nForm of Performance Share Unit Agreement - Shares Settled under the Company’s 2007 Stock Incentive Plan (incorporated by reference to Exhibit 10.25 of the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 27, 2015).\n\n[10.61](http://www.sec.gov/Archives/edgar/data/1015328/000101532816000285/exhibit1030performanceshar.htm)\nForm of Performance Share Unit Award - Shares Settled - Deferral Option under the Company’s 2007 Stock Incentive Plan (incorporated by reference to Exhibit 10.30 of the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 29, 2016).*\n\n[10.62](https://www.sec.gov/Archives/edgar/data/1015328/000101532821000110/ex105wintrustperformance20.htm)\nForm of Performance Award Agreement - Shares Settled under Company’s 2015 Stock Incentive Plan (incorporated by reference to Exhibit 10.5 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021).\n\n176\n\n[10.63](http://www.sec.gov/Archives/edgar/data/1015328/000101532816000285/exhibit1031performanceshar.htm)\nForm of Performance Share Unit Award - Cash Settled - Deferral Option under the Company’s 2007 Stock Incentive Plan (incorporated by reference to Exhibit 10.31 the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 29, 2016).*\n\n[10.64](https://www.sec.gov/Archives/edgar/data/1015328/000101532815000040/exhibit1026performanceshar.htm)\nForm of Performance Share Unit Agreement - Cash Settled under the Company’s 2007 Stock Incentive Plan (incorporated by reference to Exhibit 10.26 of the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 27, 2015).\n\n[10.65](http://www.sec.gov/Archives/edgar/data/1015328/000119312512179166/d332969ddef14a.htm)\nWintrust Financial Corporation Employee Stock Purchase Plan, as amended (incorporated by reference to Annex A of the Company's definitive Proxy Statement filed with the Securities and Exchange Commission on April 24, 2012).*\n\n[10.66](http://www.sec.gov/Archives/edgar/data/1015328/000101532818000121/form8-k2018resultsxexhibit.htm)\nAmended and Restated Wintrust Financial Corporation Employee Stock Purchase Plan, (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 25, 2018).*\n\n[10.67](https://www.sec.gov/Archives/edgar/data/0001015328/000101532821000096/a2021proxystatement.htm#if9dcecbafacc41c0b8b7a233223042af_459)\nSecond Amended and Restated Wintrust Financial Corporation Employee Stock Purchase Plan, (incorporated by reference to Annex A to the Company’s Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on April 8, 2021).*\n\n[10.68](http://www.sec.gov/Archives/edgar/data/1015328/000094857201500008/proxy01.txt)\nWintrust Financial Corporation Directors Deferred Fee and Stock Plan (incorporated by reference to Appendix B of the Proxy Statement relating to the May 24, 2001 Annual Meeting of Shareholders of the Company).*\n\n[10.69](http://www.sec.gov/Archives/edgar/data/1015328/000101532814000166/ex991ardirectorsdeferredan.htm)\nWintrust Financial Corporation 2005 Directors Deferred Fee and Stock Plan, as amended and restated (incorporated by reference to Exhibit 99.1 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on July 29, 2014).*\n\n[10.70](http://www.sec.gov/Archives/edgar/data/1015328/000095013708010503/c34732exv10w3.htm)\nForm of Cash Incentive and Retention Award Agreement under the Company’s 2008 Long-Term Cash and Incentive Retention Plan with no Minimum Payout (incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2008).*\n\n[10.71](http://www.sec.gov/Archives/edgar/data/1015328/000095012309032887/c52955exv10w2.htm)\nForm of Director Indemnification Agreement (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009).\n\n[10.72](http://www.sec.gov/Archives/edgar/data/1015328/000095012309032887/c52955exv10w3.htm)\nForm of Officer Indemnification Agreement (incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009).\n\n[19.1](exhibit191insidertradingpo.htm)\nWintrust Financial Corporation Insider Trading and Confidentiality Policy.\n\n[21.1](exhibit211subsidiaries12-3.htm)\nSubsidiaries of the Registrant.\n\n[23.1](exhibit231consentofindepen.htm)\nConsent of Independent Registered Public Accounting Firm.\n\n[31.1](exhibit311executivesignoff.htm)\nCertification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.\n\n[31.2](exhibit312executivesignoff.htm)\nCertification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.\n\n[32.1](exhibit321sox12-31x25.htm)\nCertification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.\n\n[97.1](exhibit971policyonrecoupme.htm)\nPolicy on Recoupment of Incentive Compensation.\n\n177\n\n101.INSInline XBRL Instance Document (1)\n\n101.SCHInline XBRL Taxonomy Extension Schema Document\n\n101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document\n\n101.LABInline XBRL Taxonomy Extension Label Linkbase Document\n\n101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document\n\n101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document\n\n104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)\n\n \n\n(1)Includes the following financial information included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Statements of Condition, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Changes in Shareholders’ Equity, (v) the Consolidated Statements of Cash Flows, and (vi) Notes to Consolidated Financial Statements."}