Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _________________________________________ FORM 10-Q _________________________________________ ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ For the transition period from to Commission File Number 001-35077 _______________________________ ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number 001-35077 Wintrust Financial Corporation (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organi ...

[PART I. — FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20%E2%80%94%20FINANCIAL%20INFORMATION) [ITEM 1. Financial Statements](index=4&type=section&id=ITEM%201.%20Financial%20Statements) This section presents Wintrust Financial Corporation's unaudited consolidated financial statements, including condition, income, comprehensive income, equity changes, and cash flows, with detailed notes [Consolidated Statements of Condition](index=4&type=section&id=CONSOLIDATED%20STATEMENTS%20OF%20CONDITION) These statements detail the Company's financial position, including assets, liabilities, and shareholders' equity, at key reporting dates | Metric | Sep 30, 2023 (in thousands) | Dec 31, 2022 (in thousands) | Sep 30, 2022 (in thousands) | | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Total Assets | $55,555,246 | $52,949,649 | $52,382,939 | | Total Deposits | $44,992,686 | $42,902,544 | $42,797,191 | | Total Liabilities | $50,539,633 | $48,152,811 | $47,744,959 | | Total Shareholders' Equity | $5,015,613 | $4,796,838 | $4,637,980 | [Consolidated Statements of Income (Unaudited)](index=5&type=section&id=CONSOLIDATED%20STATEMENTS%20OF%20INCOME%20(UNAUDITED)) These statements present the Company's financial performance, detailing income, expenses, and net income for the three and nine months ended September 30, 2023 and 2022 | Metric | 3 Months Ended Sep 30, 2023 (in thousands) | 3 Months Ended Sep 30, 2022 (in thousands) | 9 Months Ended Sep 30, 2023 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Total Interest Income | $762,400 | $466,478 | $2,099,266 | $1,166,698 | | Total Interest Expense | $300,042 | $65,030 | $731,376 | $128,152 | | Net Interest Income | $462,358 | $401,448 | $1,367,890 | $1,038,546 | | Provision for Credit Losses | $19,923 | $6,420 | $71,482 | $30,943 | | Total Non-Interest Income | $112,478 | $101,482 | $333,277 | $367,214 | | Total Non-Interest Expense | $330,055 | $296,469 | $949,847 | $869,435 | | Net Income | $164,198 | $142,961 | $499,146 | $364,865 | | Net Income per Common Share—Diluted | $2.53 | $2.21 | $7.71 | $5.78 | | Cash Dividends Declared per Common Share | $0.40 | $0.34 | $1.20 | $1.02 | [Consolidated Statements of Comprehensive Income (Unaudited)](index=6&type=section&id=CONSOLIDATED%20STATEMENTS%20OF%20COMPREHENSIVE%20INCOME%20(UNAUDITED)) This statement details comprehensive income, including net income and other components like unrealized gains/losses on securities and derivatives | Metric | 3 Months Ended Sep 30, 2023 (in thousands) | 3 Months Ended Sep 30, 2022 (in thousands) | 9 Months Ended Sep 30, 2023 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Net Income | $164,198 | $142,961 | $499,146 | $364,865 | | Net Unrealized (Losses) on Available-for-Sale Securities (Net of Tax) | $(130,763) | $(141,799) | $(130,631) | $(415,313) | | Net Unrealized (Losses) on Derivative Instruments (Net of Tax) | $(31,600) | $(56,070) | $(84,240) | $(25,380) | | Net Foreign Currency Adjustment (Net of Tax) | $(6,270) | $(17,822) | $(216) | $(22,127) | | Total Other Comprehensive (Loss) | $(168,633) | $(215,691) | $(215,087) | $(462,820) | | Comprehensive Income (Loss) | $(4,435) | $(72,730) | $284,059 | $(97,955) | [Consolidated Statements of Changes in Shareholders' Equity (Unaudited)](index=7&type=section&id=CONSOLIDATED%20STATEMENTS%20OF%20CHANGES%20IN%20SHAREHOLDERS'%20EQUITY%20(UNAUDITED)) This statement outlines changes in shareholders' equity components, including stock, retained earnings, and comprehensive loss, for periods ending September 30, 2023 and 2022 | Metric | Sep 30, 2023 (in thousands) | Dec 31, 2022 (in thousands) | Sep 30, 2022 (in thousands) | | :-------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Total Shareholders' Equity | $5,015,613 | $4,796,838 | $4,637,980 | | Retained Earnings | $3,253,332 | $2,849,007 | $2,731,844 | | Accumulated Other Comprehensive Loss | $(642,723) | $(427,636) | $(458,728) | [Consolidated Statements of Cash Flows (Unaudited)](index=8&type=section&id=CONSOLIDATED%20STATEMENTS%20OF%20CASH%20FLOWS%20(UNAUDITED)) These statements categorize cash movements into operating, investing, and financing activities for the nine months ended September 30, 2023 and 2022 | Metric | 9 Months Ended Sep 30, 2023 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | | Net Cash Provided by Operating Activities | $496,449 | $1,055,172 | | Net Cash Used for Investing Activities | $(2,628,091) | $(2,948,619) | | Net Cash Provided by Financing Activities | $2,058,824 | $1,971,889 | | Net (Decrease) Increase in Cash and Cash Equivalents | $(72,818) | $78,442 | | Cash and Cash Equivalents at End of Period | $418,148 | $489,647 | [Notes to Unaudited Consolidated Financial Statements](index=9&type=section&id=NOTES%20TO%20UNAUDITED%20CONSOLIDATED%20FINANCIAL%20STATEMENTS) These notes provide essential disclosures for understanding the unaudited financial statements, covering accounting policies, recent developments, and financial instrument details [(1) Basis of Presentation](index=9&type=section&id=(1)%20Basis%20of%20Presentation) This note clarifies that interim financial statements are unaudited, GAAP-compliant, and rely on management's estimates, identifying critical subjective accounting policies - The interim consolidated financial statements are **unaudited** and reflect management's necessary adjustments for fair presentation[14](index=14&type=chunk) - **Critical accounting policies**, highly dependent on subjective judgments and estimates, include the determination of the **allowance for credit losses**, estimations of **fair value**, **goodwill impairment testing**, valuation and accounting for **derivative instruments**, and **income taxes**[16](index=16&type=chunk) [(2) Recent Accounting Developments](index=9&type=section&id=(2)%20Recent%20Accounting%20Developments) This note outlines recent FASB ASUs and legislation, including Reference Rate Reform and Troubled Debt Restructurings, and their impact on the Company's financial statements - The FASB extended the sunset date for Reference Rate Reform (Topic 848) from December 31, 2022, to **December 31, 2024**, to provide temporary relief during the transition away from LIBOR[18](index=18&type=chunk) - The Company adopted ASU No. 2022-02, 'Troubled Debt Restructurings and Vintage Disclosures,' as of **January 1, 2023**, eliminating separate TDR recognition and measurement guidance, resulting in a cumulative-effect adjustment of **$741,000** to the allowance for loan losses[22](index=22&type=chunk) - The Inflation Reduction Act of 2022, imposing a **1% excise tax** on stock repurchases after **December 31, 2022**, did not have a material impact on the Company's consolidated financial statements[24](index=24&type=chunk) [(3) Business Combinations](index=12&type=section&id=(3)%20Business%20Combinations) This note details the Company's **April 2023** acquisition of Rothschild & Co Asset Management U.S., resulting in goodwill recognition - On **April 3, 2023**, Wintrust Financial Corporation completed the acquisition of Rothschild & Co Asset Management US Inc. and Rothschild & Co Risk Based Investments LLC[26](index=26&type=chunk) - The acquisition resulted in the Company recording approximately **$2.6 million** in goodwill[26](index=26&type=chunk) [(4) Cash and Cash Equivalents](index=12&type=section&id=(4)%20Cash%20and%20Cash%20Equivalents) This note defines the components considered cash and cash equivalents for the Consolidated Statements of Cash Flows - Cash and cash equivalents include cash on hand, cash items in collection, non-interest bearing amounts due from correspondent banks, federal funds sold, and securities purchased under resale agreements with original maturities of **three months or less**[27](index=27&type=chunk) [(5) Investment Securities](index=13&type=section&id=(5)%20Investment%20Securities) This note summarizes the Company's AFS and HTM investment securities portfolios, including cost, fair values, unrealized gains/losses, maturities, and credit loss assessments | Metric | Sep 30, 2023 (in thousands) | Dec 31, 2022 (in thousands) | Sep 30, 2022 (in thousands) | | :-------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Available-for-sale securities, at fair value | $3,611,835 | $3,243,017 | $2,923,653 | | Held-to-maturity securities, at amortized cost, net of allowance for credit losses | $3,909,150 | $3,640,567 | $3,389,842 | | Gross Unrealized Losses on AFS Securities | $(703,938) | $(527,128) | $(554,780) | | Gross Unrealized Losses on HTM Securities | $(851,695) | $(691,711) | $(711,029) | - The Company does not consider available-for-sale securities with unrealized losses at **September 30, 2023**, to be experiencing credit losses and recognized **no resulting allowance** for credit losses[37](index=37&type=chunk) - Securities with a carrying value of **$7.1 billion** at **September 30, 2023**, were pledged as collateral for public deposits, FHLB advances, and other obligations[41](index=41&type=chunk) [(6) Loans](index=19&type=section&id=(6)%20Loans) This note presents the Company's loan portfolio segmented by category, including commercial, real estate, and premium finance, detailing proportions and diversification strategy | Loan Category | Sep 30, 2023 (in thousands) | Dec 31, 2022 (in thousands) | Sep 30, 2022 (in thousands) | | :-------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Commercial | $12,725,473 | $12,549,164 | $12,259,250 | | Commercial real estate | $10,946,180 | $9,950,947 | $9,578,184 | | Residential real estate | $2,707,603 | $2,372,383 | $2,235,459 | | Property and casualty insurance | $6,722,747 | $5,849,459 | $5,713,340 | | Life insurance | $7,931,808 | $8,090,998 | $8,004,856 | | Total loans, net of unearned income | $41,446,032 | $39,196,485 | $38,167,613 | | Loan Category Mix | Sep 30, 2023 | Dec 31, 2022 | Sep 30, 2022 | | :-------------------------------- | :----------- | :----------- | :----------- | | Commercial | 31 % | 32 % | 32 % | | Commercial real estate | 26 % | 25 % | 25 % | | Property and casualty insurance | 16 % | 15 % | 15 % | | Life insurance | 19 % | 21 % | 21 % | - The Company maintains a **diverse loan portfolio** across loan type, industry, borrower, and geographic concentrations to mitigate economic downturn risks[43](index=43&type=chunk) [(7) Allowance for Credit Losses](index=19&type=section&id=(7)%20Allowance%20for%20Credit%20Losses) This note details the Company's methodology for measuring the allowance for credit losses (ACL) for loans and HTM securities, summarizing ACL activity and loan modifications | Metric | Sep 30, 2023 (in thousands) | Dec 31, 2022 (in thousands) | Sep 30, 2022 (in thousands) | | :---------------------------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Allowance for loan losses | $315,039 | $270,173 | $246,110 | | Allowance for unfunded lending-related commitments losses | $84,111 | $87,275 | $68,918 | | Allowance for held-to-maturity securities losses | $381 | $488 | $310 | | Total Allowance for Credit Losses | $399,531 | $357,936 | $315,338 | | Metric | 3 Months Ended Sep 30, 2023 (in thousands) | 3 Months Ended Sep 30, 2022 (in thousands) | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | | Provision for Credit Losses | $19,948 | $6,193 | | Total Charge-offs | $10,477 | $7,524 | | Total Recoveries | $2,359 | $4,355 | | Net Charge-offs | $(8,118) | $(3,169) | | Metric | 9 Months Ended Sep 30, 2023 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | | Provision for Credit Losses | $71,589 | $30,711 | | Total Charge-offs | $36,344 | $24,565 | | Total Recoveries | $5,731 | $9,368 | | Net Charge-offs | $(30,613) | $(15,197) | - Loan modifications to borrowers experiencing financial difficulties totaled **$47.2 million** for the nine months ended **September 30, 2023**, primarily involving extensions of term and delays in contractual payments[70](index=70&type=chunk) [(8) Goodwill and Other Acquisition-Related Intangible Assets](index=28&type=section&id=(8)%20Goodwill%20and%20Other%20Acquisition-Related%20Intangible%20Assets) This note summarizes goodwill by reporting unit and other acquisition-related intangible assets, detailing changes from acquisitions and amortization expense | Metric | Dec 31, 2022 (in thousands) | Goodwill Acquired (in thousands) | Sep 30, 2023 (in thousands) | | :-------------------------- | :-------------------------- | :------------------------------- | :-------------------------- | | Community banking | $545,671 | — | $545,671 | | Specialty finance | $38,480 | — | $38,443 | | Wealth management | $69,373 | $2,622 | $71,995 | | Total Goodwill | $653,524 | $2,622 | $656,109 | - The wealth management unit's goodwill increased by **$2.6 million** in the first nine months of **2023** due to the Rothschild & Co Asset Management U.S. acquisition[78](index=78&type=chunk) | Metric | Sep 30, 2023 (in thousands) | Dec 31, 2022 (in thousands) | Sep 30, 2022 (in thousands) | | :---------------------------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Total other acquisition-related intangible assets, net | $24,244 | $22,186 | $23,620 | | Total amortization expense (9 months ended Sep 30, 2023) | $4,142 | N/A | $4,680 | [(9) Mortgage Servicing Rights ("MSRs")](index=30&type=section&id=(9)%20Mortgage%20Servicing%20Rights%20(%22MSRs%22)) This note summarizes changes in MSR fair value, including additions, sales, and adjustments, explaining valuation methodology and early buy-out options | Metric | Sep 30, 2023 (in thousands) | Sep 30, 2022 (in thousands) | | :-------------------------------- | :-------------------------- | :-------------------------- | | Fair value at beginning of the period | $200,692 | $212,664 | | Additions from loans sold with servicing retained | $9,706 | $13,260 | | Servicing rights sold (9 months ended) | $(30,170) | — | | Changes in valuation inputs or assumptions (3 months ended) | $4,723 | $9,788 | | Fair value at end of the period | $210,524 | $229,671 | - The fair value of MSRs is determined using a discounted cash flow model that incorporates objective portfolio characteristics and subjective valuation parameters like loan prepayment speeds, discount rates, and servicing costs[86](index=86&type=chunk) [(10) Deposits](index=31&type=section&id=(10)%20Deposits) This note summarizes the Company's deposits by type, including non-interest-bearing and interest-bearing, along with their respective proportions | Deposit Type | Sep 30, 2023 (in thousands) | Dec 31, 2022 (in thousands) | Sep 30, 2022 (in thousands) | | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Non-interest-bearing | $10,347,006 | $12,668,160 | $13,529,277 | | Interest-bearing | $34,645,680 | $30,234,384 | $29,267,914 | | Total Deposits | $44,992,686 | $42,902,544 | $42,797,191 | | Deposit Mix | Sep 30, 2023 | Dec 31, 2022 | Sep 30, 2022 | | :-------------------------- | :----------- | :----------- | :----------- | | Non-interest-bearing | 23 % | 30 % | 32 % | | Time certificates of deposit | 15 % | 11 % | 10 % | [(11) FHLB Advances, Other Borrowings and Subordinated Notes](index=31&type=section&id=(11)%20FHLB%20Advances,%20Other%20Borrowings%20and%20Subordinated%20Notes) This note summarizes the Company's FHLB advances, other borrowings, and subordinated notes, detailing changes to the Credit Agreement and Canadian Secured Borrowing facility | Funding Source | Sep 30, 2023 (in thousands) | Dec 31, 2022 (in thousands) | Sep 30, 2022 (in thousands) | | :---------------------------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | FHLB advances | $2,326,071 | $2,316,071 | $2,316,071 | | Other borrowings | $643,999 | $596,614 | $447,215 | | Subordinated notes | $437,731 | $437,392 | $437,260 | | Total FHLB advances, other borrowings and subordinated notes | $3,407,801 | $3,350,077 | $3,200,546 | - The Amended and Restated Credit Agreement increased the term loan facility to **$200.0 million**, with an outstanding principal balance of **$178.4 million** at **September 30, 2023**[90](index=90&type=chunk)[91](index=91&type=chunk) - The Canadian Secured Borrowing facility was extended to **December 15, 2024**, increased to **C$520 million**, and the fee rate increased to **0.825%**, with references to CDOR changing to the Benchmark rate[94](index=94&type=chunk)[95](index=95&type=chunk) [(12) Junior Subordinated Debentures](index=33&type=section&id=(12)%20Junior%20Subordinated%20Debentures) This note summarizes the Company's junior subordinated debentures, including total balance, weighted average interest rate, and the transition from LIBOR to CME Term SOFR - The total junior subordinated debentures remained at **$253.6 million** as of **September 30, 2023**, **December 31, 2022**, and **September 30, 2022**[100](index=100&type=chunk) - As of **September 30, 2023**, the weighted average contractual interest rate on the junior subordinated debentures was **7.85%**[100](index=100&type=chunk) - After **June 30, 2023**, the interest rate on junior subordinated debentures transitioned from USD LIBOR to CME Term SOFR, plus an applicable tenor spread adjustment, by operation of law[101](index=101&type=chunk) [(13) Segment Information](index=33&type=section&id=(13)%20Segment%20Information) This note presents financial information for the Company's community banking, specialty finance, and wealth management segments, detailing income, expenses, and profit | Metric (3 Months Ended Sep 30) | 2023 (in thousands) | 2022 (in thousands) | % Change | | :-------------------------------- | :------------------ | :------------------ | :------- | | **Community Banking** | | | | | Net interest income | $360,575 | $319,929 | 13 % | | Non-interest income | $70,536 | $60,615 | 16 % | | Segment profit | $115,156 | $104,668 | 10 % | | **Specialty Finance** | | | | | Net interest income | $85,427 | $64,122 | 33 % | | Non-interest income | $20,793 | $23,784 | (13)% | | Segment profit | $40,548 | $27,187 | 49 % | | **Wealth Management** | | | | | Net interest income | $7,997 | $9,585 | (17)% | | Non-interest income | $37,312 | $32,452 | 15 % | | Segment profit | $8,494 | $11,106 | (24)% | | Metric (9 Months Ended Sep 30) | 2023 (in thousands) | 2022 (in thousands) | % Change | | :-------------------------------- | :------------------ | :------------------ | :------- | | **Community Banking** | | | | | Net interest income | $1,076,655 | $810,270 | 33 % | | Non-interest income | $207,399 | $245,217 | (15)% | | Segment profit | $351,905 | $249,414 | 41 % | | **Specialty Finance** | | | | | Net interest income | $240,771 | $178,210 | 35 % | | Non-interest income | $78,320 | $72,898 | 7 % | | Segment profit | $123,687 | $87,349 | 42 % | | **Wealth Management** | | | | | Net interest income | $24,356 | $27,495 | (11)% | | Non-interest income | $101,000 | $93,256 | 8 % | | Segment profit | $23,554 | $28,102 | (16)% | [(14) Derivative Financial Instruments](index=35&type=section&id=(14)%20Derivative%20Financial%20Instruments) This note describes the Company's use of derivative financial instruments to manage interest rate risk, categorizing them as hedging and non-designated, detailing fair values and notional amounts | Derivative Type | Sep 30, 2023 (in thousands) | Dec 31, 2022 (in thousands) | Sep 30, 2022 (in thousands) | | :---------------------------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Total Derivative Assets | $323,705 | $296,848 | $313,480 | | Total Derivative Liabilities | $458,706 | $338,078 | $357,170 | | Cash Flow Hedges (Notional Amount) | $6,350,000 | N/A | N/A | | Fair Value Hedges (Notional Amount) | $217,500 | N/A | N/A | | Non-designated Interest Rate Derivatives (Notional Amount) | $10,700,000 | $9,600,000 | N/A | | Non-designated Mortgage Banking Derivatives (Notional Amount) | $658,000 | $442,600 | N/A | | Non-designated Foreign Currency Derivatives (Notional Amount) | $170,800 | $226,200 | N/A | - The Company estimates that **$74.3 million** will be reclassified from accumulated other comprehensive income or loss as a decrease to net interest income during the next **12 months**, primarily from terminated and outstanding cash flow hedges[119](index=119&type=chunk) [(15) Fair Values of Assets and Liabilities](index=42&type=section&id=(15)%20Fair%20Values%20of%20Assets%20and%20Liabilities) This note details the Company's fair value measurement hierarchy and valuation methodologies for financial instruments, presenting assets and liabilities measured at fair value | Metric | Sep 30, 2023 (in thousands) | Dec 31, 2022 (in thousands) | Sep 30, 2022 (in thousands) | | :---------------------------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Total Assets Measured at Fair Value (Recurring) | $4,772,472 | $4,375,348 | $4,127,435 | | Level 3 Assets (Recurring) | $409,407 | $482,293 | $499,231 | | Total Assets Measured at Fair Value (Non-Recurring) | $91,997 | N/A | N/A | - Level 3 assets measured at fair value on a recurring basis include municipal securities, mortgage loans held-for-sale, loans held-for-investment, MSRs, and derivative assets, with specific unobservable inputs like equivalent rating, discount rates, credit discounts, prepayment rates, and pull-through rates[144](index=144&type=chunk)[146](index=146&type=chunk)[147](index=147&type=chunk)[148](index=148&type=chunk)[151](index=151&type=chunk)[165](index=165&type=chunk) - Non-recurring fair value measurements primarily relate to individually assessed loans (foreclosure probable and collateral-dependent) and other real estate owned, valued based on appraisal values adjusted for estimated selling costs[160](index=160&type=chunk)[163](index=163&type=chunk)[165](index=165&type=chunk) [(16) Stock-Based Compensation Plans](index=52&type=section&id=(16)%20Stock-Based%20Compensation%20Plans) This note summarizes activity under the Company's stock option, restricted share, and performance-based stock award plans, including compensation expense and shares | Metric | 3 Months Ended Sep 30, 2023 (in thousands) | 3 Months Ended Sep 30, 2022 (in thousands) | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | | Stock-based compensation expense | $8,130 | $8,963 | | Metric | 9 Months Ended Sep 30, 2023 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | | Stock-based compensation expense | $24,532 | $23,852 | - As of **September 30, 2023**, approximately **1.2 million shares** were available for future grants under the Company Stock Incentive Plans[173](index=173&type=chunk) [(17) Accumulated Other Comprehensive Income or Loss and Earnings Per Share](index=54&type=section&id=(17)%20Accumulated%20Other%20Comprehensive%20Income%20or%20Loss%20and%20Earnings%20Per%20Share) This note details components of accumulated other comprehensive income/loss, including securities and derivatives, and presents basic and diluted earnings per share | Metric | Sep 30, 2023 (in thousands) | Jan 1, 2023 (in thousands) | Sep 30, 2022 (in thousands) | | :---------------------------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Accumulated Unrealized (Losses) Gains on Securities | $(516,688) | $(386,057) | $(406,589) | | Accumulated Unrealized Gains (Losses) on Derivative Instruments | $(76,859) | $7,381 | $1,731 | | Accumulated Foreign Currency Translation Adjustments | $(49,176) | $(48,960) | $(53,870) | | Total Accumulated Other Comprehensive (Loss) Income | $(642,723) | $(427,636) | $(458,728) | | Metric | 3 Months Ended Sep 30, 2023 | 3 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2022 | | :-------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Net Income per Common Share—Basic | $2.57 | $2.24 | $7.82 | $5.86 | | Net Income per Common Share—Diluted | $2.53 | $2.21 | $7.71 | $5.78 | | Cash Dividends Declared per Common Share | $0.40 | $0.34 | $1.20 | $1.02 | [ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=56&type=section&id=ITEM%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's analysis of the Company's financial condition and operating results, covering key performance indicators, trends, and significant changes [Introduction](index=56&type=section&id=Introduction) This introduction describes Wintrust Financial Corporation as a financial holding company offering banking, wealth management, and specialty finance services - Wintrust is a financial holding company providing traditional community banking, wealth management, and specialty finance services primarily in the Chicago metropolitan area, southern Wisconsin, and northwest Indiana, with some national and Canadian operations[184](index=184&type=chunk) [Overview](index=56&type=section&id=Overview) This overview highlights key financial achievements for **Q3 2023**, including increased net income, substantial loan growth, and an expanded net interest margin | Metric | Q3 2023 (in thousands) | Q3 2022 (in thousands) | % Change | | :-------------------------- | :--------------------- | :--------------------- | :------- | | Net Income | $164,198 | $142,961 | 15 % | | Net Interest Income | $462,358 | $401,448 | 15.2 % | | Non-Interest Income | $112,478 | $101,482 | 10.8 % | | Non-Interest Expense | $330,055 | $296,469 | 11.3 % | | Comprehensive Income (Loss) | $(4,435) | $(72,730) | NM | | Net Interest Margin (FTE, non-GAAP) | 3.62 % | 3.35 % | +27 bps | - The Company's loan portfolio increased to **$41.4 billion** at **September 30, 2023**, from **$38.2 billion** at **September 30, 2022**, driven by organic growth in commercial, commercial real estate, residential real estate, and property and casualty insurance premium finance portfolios[186](index=186&type=chunk) [Results of Operations](index=58&type=section&id=RESULTS%20OF%20OPERATIONS) This section analyzes the Company's operating results, covering key performance measures, income, expenses, taxes, and segment performance for the periods presented [Earnings Summary](index=58&type=section&id=Earnings%20Summary) This summary presents key operating measures and growth rates, highlighting significant increases in net income, net interest income, and net interest margin | Metric | 3 Months Ended Sep 30, 2023 | 3 Months Ended Sep 30, 2022 | %/bp Change | | :------------------------------------------ | :-------------------------- | :-------------------------- | :---------- | | Net income | $164,198 | $142,961 | 15 % | | Net income per common share—Diluted | $2.53 | $2.21 | 14 % | | Net revenue | $574,836 | $502,930 | 14 % | | Net interest income | $462,358 | $401,448 | 15 % | | Net interest margin (FTE, non-GAAP) | 3.62 % | 3.35 % | 27 bps | | Return on average assets | 1.20 % | 1.12 % | 8 bps | | Return on average common equity | 13.35 % | 12.31 % | 104 bps | | Metric | 9 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2022 | %/bp Change | | :------------------------------------------ | :-------------------------- | :-------------------------- | :---------- | | Net income | $499,146 | $364,865 | 37 % | | Net income per common share—Diluted | $7.71 | $5.78 | 33 % | | Net revenue | $1,701,167 | $1,405,760 | 21 % | | Net interest income | $1,367,890 | $1,038,546 | 32 % | | Net interest margin (FTE, non-GAAP) | 3.70 % | 2.97 % | 73 bps | | Return on average assets | 1.26 % | 0.98 % | 28 bps | | Return on average common equity | 13.91 % | 10.96 % | 295 bps | [Supplemental Non-GAAP Financial Measures/Ratios](index=59&type=section&id=Supplemental%20Non-GAAP%20Financial%20Measures/Ratios) This section explains the Company's use of non-GAAP financial measures, like taxable-equivalent net interest income, and provides reconciliations to GAAP measures - Management uses non-GAAP measures like taxable-equivalent net interest income, tangible common equity ratio, and return on average tangible common equity to evaluate and measure the Company's performance, believing they offer a more meaningful view of interest-earning assets, interest-bearing liabilities, and operating efficiency[195](index=195&type=chunk)[196](index=196&type=chunk) | Metric | 3 Months Ended Sep 30, 2023 | 3 Months Ended Sep 30, 2022 | | :------------------------------------------ | :-------------------------- | :-------------------------- | | Net Interest Income, fully taxable-equivalent (non-GAAP) | $464,854 | $402,981 | | Net interest margin, fully taxable-equivalent (non-GAAP) | 3.62 % | 3.35 % | | Efficiency ratio (non-GAAP) | 56.94 % | 58.41 % | | Tangible common equity ratio (non-GAAP) | 7.1 % | 6.9 % | | Tangible book value per common share (non-GAAP) | $64.07 | $58.42 | | Return on average tangible common equity, annualized (non-GAAP) | 15.73 % | 14.68 % | | Pre-tax income, excluding provision for credit losses (non-GAAP) | $239,944 | $206,461 | [Critical Accounting Estimates](index=60&type=section&id=Critical%20Accounting%20Estimates) This section identifies critical accounting estimates, including allowance for credit losses and fair value estimations, emphasizing reliance on judgment and potential material impact - Critical accounting estimates include the determination of the allowance for credit losses, estimations of fair value, goodwill impairment testing, valuation and accounting for derivative instruments, and income taxes, all requiring significant judgment[200](index=200&type=chunk) - The allowance for credit losses is a critical estimate due to its reliance on judgments regarding fair value of collateral, estimated credit losses on loan pools, and reasonable and supportable macroeconomic forecasts[201](index=201&type=chunk) | Macroeconomic Variable | Impact to estimated allowance for credit losses from an increased or higher input value | | :--------------------- | :-------------------------------------------------------------------------- | | Baa Credit Spread | Increases | | CRE Price Index | Decreases | [Net Income](index=62&type=section&id=Net%20Income) Net income for **Q3 2023** increased by **15%** year-over-year, driven by higher net interest income and call option fees, partially offset by increased operating expenses - Net income for the third quarter of **2023** totaled **$164.2 million**, an increase of **$21.2 million (15%)** compared to **$143.0 million** in the third quarter of **2022**[205](index=205&type=chunk) - The increase was primarily attributable to increased net interest income and fees from covered call options, partially offset by higher salaries, occupancy, and insurance expenses[206](index=206&type=chunk) [Net Interest Income](index=62&type=section&id=Net%20Interest%20Income) Net interest income, the Company's primary revenue, significantly increased for both three and nine months ended **September 30, 2023**, driven by earning asset growth and higher net interest margin | Metric | Q3 2023 (in thousands) | Q3 2022 (in thousands) | % Change | | :------------------------------------------ | :--------------------- | :--------------------- | :------- | | Net Interest Income (GAAP) | $462,358 | $401,448 | 15.2 % | | Net Interest Margin (FTE, non-GAAP) | 3.62 % | 3.35 % | +27 bps | | Metric | 9 Months Ended Sep 30, 2023 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | % Change | | :------------------------------------------ | :--------------------------------------- | :--------------------------------------- | :------- | | Net Interest Income (GAAP) | $1,367,890 | $1,038,546 | 32 % | | Net Interest Margin (FTE, non-GAAP) | 3.70 % | 2.97 % | +73 bps | - The increase in net interest income was primarily a result of growth in earning assets, specifically a **$3.3 billion** increase in average loans, and a significant increase in net interest margin due to higher yields on earning assets as market interest rates rose[187](index=187&type=chunk) [Non-interest Income](index=65&type=section&id=Non-interest%20Income) Non-interest income increased for the three months ended **September 30, 2023**, but decreased for the nine-month period, primarily due to reduced mortgage banking revenue | Non-Interest Income Category | 3 Months Ended Sep 30, 2023 (in thousands) | 3 Months Ended Sep 30, 2022 (in thousands) | $ Change | % Change | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | :------- | :------- | | Total wealth management | $33,529 | $33,124 | $405 | 1 % | | Mortgage banking | $27,395 | $27,221 | $174 | 1 % | | Fees from covered call options | $4,215 | $1,366 | $2,849 | NM | | Operating lease income, net | $13,863 | $12,644 | $1,219 | 10 % | | Total Other | $20,888 | $15,888 | $5,000 | 31 % | | Total Non-interest Income | $112,478 | $101,482 | $10,996 | 11 % | | Non-Interest Income Category | 9 Months Ended Sep 30, 2023 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | $ Change | % Change | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | :------- | :------- | | Mortgage banking | $75,640 | $137,766 | $(62,126) | (45)% | | Losses on investment securities, net | $(959) | $(13,682) | $12,723 | (93)% | | Fees from covered call options | $17,184 | $6,177 | $11,007 | NM | | Total Other | $62,569 | $48,362 | $14,207 | 29 % | | Total Non-interest Income | $333,277 | $367,214 | $(33,937) | (9)% | - The decrease in mortgage banking revenue on a year-to-date basis was due to a reduction in loans originated for sale and lower net revenue related to MSR activity and valuation adjustments, primarily driven by rising interest rates reducing refinance incentives[223](index=223&type=chunk)[224](index=224&type=chunk) [Non-interest Expense](index=67&type=section&id=Non-interest%20Expense) Non-interest expense increased for both three and nine months ended **September 30, 2023**, primarily due to higher salaries, occupancy, data processing, and FDIC insurance premiums | Non-Interest Expense Category | 3 Months Ended Sep 30, 2023 (in thousands) | 3 Months Ended Sep 30, 2022 (in thousands) | $ Change | % Change | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | :------- | :------- | | Total salaries and employee benefits | $192,338 | $176,095 | $16,243 | 9 % | | Occupancy, net | $21,304 | $17,727 | $3,577 | 20 % | | Data processing | $10,773 | $7,767 | $3,006 | 39 % | | FDIC insurance | $9,748 | $7,186 | $2,562 | 36 % | | Total Non-interest Expense | $330,055 | $296,469 | $33,586 | 11 % | | Non-Interest Expense Category | 9 Months Ended Sep 30, 2023 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | $ Change | % Change | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | :------- | :------- | | Total salaries and employee benefits | $554,042 | $515,776 | $38,266 | 7 % | | Data processing | $29,908 | $23,282 | $6,626 | 28 % | | FDIC insurance | $27,425 | $21,864 | $5,561 | 25 % | | Total Non-interest Expense | $949,847 | $869,435 | $80,412 | 9 % | - Occupancy expenses for the three months ended **September 30, 2023**, included a **$2.9 million** impairment of two Company-owned buildings no longer in use[235](index=235&type=chunk) [Income Taxes](index=69&type=section&id=Income%20Taxes) Income tax expense increased for both three and nine months ended **September 30, 2023**, with effective tax rates of **26.98%** and **26.58%**, influenced by higher pretax net income | Metric | 3 Months Ended Sep 30, 2023 (in thousands) | 3 Months Ended Sep 30, 2022 (in thousands) | | :-------------------------- | :--------------------------------------- | :--------------------------------------- | | Income tax expense | $60,660 | $57,080 | | Effective tax rate | 26.98 % | 28.53 % | | Metric | 9 Months Ended Sep 30, 2023 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | | :-------------------------- | :--------------------------------------- | :--------------------------------------- | | Income tax expense | $180,692 | $140,517 | | Effective tax rate | 26.58 % | 27.80 % | - The effective tax rates were partially impacted by a higher level of pretax net income and net excess tax benefits from share-based compensation[240](index=240&type=chunk) [Operating Segment Results](index=69&type=section&id=Operating%20Segment%20Results) The Company's community banking and specialty finance segments saw increased net interest income and profit, while wealth management experienced decreases - Community banking segment's net interest income increased by **13%** for **Q3 2023** and **33%** for the nine months ended **September 30, 2023**, primarily due to loan growth and increased interest rates[242](index=242&type=chunk) - Specialty finance segment's net interest income increased by **33%** for **Q3 2023** and **35%** for the nine months ended **September 30, 2023**, driven by loan growth and increased interest rates on premium finance receivables[243](index=243&type=chunk) - Wealth management segment's net interest income decreased by **17%** for **Q3 2023** and **11%** for the nine months ended **September 30, 2023**, mainly due to lower average wealth management customer account balances on deposit[245](index=245&type=chunk) [Financial Condition](index=70&type=section&id=Financial%20Condition) The Company's total assets increased to **$55.6 billion** at **September 30, 2023**, driven by interest-earning asset growth, with details on loan portfolio composition and interest rate sensitivity [Interest-Earning Assets](index=70&type=section&id=Interest-Earning%20Assets) Average earning assets increased, primarily driven by loan portfolio growth in commercial, real estate, and premium finance receivables, with more residential mortgage production allocated for investment | Metric | Sep 30, 2023 (in thousands) | Sep 30, 2022 (in thousands) | % Change | | :-------------------------- | :-------------------------- | :-------------------------- | :------- | | Total average earning assets | $51,005,125 | $47,745,699 | 6.8 % | | Total average loans | $40,707,042 | $37,431,126 | 8.7 % | | Total average assets | $54,381,981 | $50,722,694 | 7.2 % | - Growth in commercial and commercial real estate loan categories was primarily attributable to increased business development efforts[250](index=250&type=chunk) - The increase in premium finance receivables was due to continued originations and hardening insurance market conditions, driving a higher average size of new property and casualty insurance premium finance receivables[252](index=252&type=chunk) [Maturities and Sensitivities of Loans to Changes in Interest Rates](index=72&type=section&id=Maturities%20and%20Sensitivities%20of%20Loans%20to%20Changes%20in%20Interest%20Rates) The loan portfolio at **September 30, 2023**, is classified by repricing/maturity and rate type, showing significant variable-rate loans, largely transitioned from LIBOR to alternative indices | Loan Rate Type (Sep 30, 2023) | Amount (in thousands) | % of Total Loans | | :------------------------------ | :-------------------- | :--------------- | | Fixed rate | $17,837,647 | 43 % | | Variable rate | $23,608,385 | 57 % | | Total loans, net of unearned income | $41,446,032 | 100 % | | Variable Rate Loan Pricing Index (Sep 30, 2023) | Amount (in thousands) | | :---------------------------------------------- | :-------------------- | | SOFR tenors | $12,798,760 | | One-year CMT | $5,998,547 | | Ameribor tenors | $329,220 | | Twelve-month LIBOR | $38,888 | - The percentage of the Company's variable rate loans indexed to LIBOR decreased to nearly **0%** at **September 30, 2023**, from **48%** at **September 30, 2022**, as the Company transitioned to alternative rates[260](index=260&type=chunk) [Credit Quality](index=75&type=section&id=CREDIT%20QUALITY) This section details the Company's credit quality, focusing on loan portfolios, past due loans, non-performing assets, and the allowance for credit losses [Commercial and Commercial Real Estate Loan Portfolios](index=75&type=section&id=Commercial%20and%20Commercial%20Real%20Estate%20Loan%20Portfolios) Commercial and commercial real estate loan portfolios grew, increasing the allowance for credit losses, especially for commercial real estate due to portfolio expansion and macroeconomic forecast deterioration | Loan Portfolio | Sep 30, 2023 (in thousands) | Sep 30, 2022 (in thousands) | % Change | | :-------------------------------- | :-------------------------- | :-------------------------- | :------- | | Commercial, industrial, and other | $12,725,473 | $12,259,250 | 3.8 % | | Total commercial real estate | $10,946,180 | $9,578,184 | 14.3 % | | Total commercial and commercial real estate | $23,671,653 | $21,837,434 | 8.4 % | | Allowance for Credit Losses | Sep 30, 2023 (in thousands) | Sep 30, 2022 (in thousands) | % Change | | :-------------------------------- | :-------------------------- | :-------------------------- | :------- | | Commercial | $151,488 | $135,316 | 11.9 % | | Commercial Real Estate | $215,718 | $150,718 | 43.1 % | - The increase in the allowance for credit losses for commercial real estate is primarily a result of portfolio growth and a deteriorated forecast in the Commercial Real Estate Pricing Index (CREPI) macroeconomic variable[263](index=263&type=chunk) [Past Due Loans and Non-Performing Assets](index=76&type=section&id=Past%20Due%20Loans%20and%20Non-Performing%20Assets) The Company's non-performing loans and assets significantly increased year-over-year, though management deems reserves appropriate, relying on credit risk rating and monitoring | Metric | Sep 30, 2023 (in thousands) | Jun 30, 2023 (in thousands) | Sep 30, 2022 (in thousands) | | :------------------------------------------ | :-------------------------- | :-------------------------- | :-------------------------- | | Total loans past due greater than 90 days and still accruing | $28,251 | $15,163 | $18,723 | | Total nonaccrual loans | $104,850 | $93,549 | $78,910 | | Total non-performing loans | $133,101 | $108,712 | $97,633 | | Total non-performing assets | $147,161 | $120,298 | $104,320 | | Ratio | Sep 30, 2023 | Sep 30, 2022 | | :------------------------------------------ | :----------- | :----------- | | Total non-performing loans as a percent of total loans | 0.32 % | 0.26 % | | Total non-performing assets, as a percentage of total assets | 0.26 % | 0.20 % | | Total nonaccrual loans as a percentage of total loans | 0.25 % | 0.21 % | | Allowance for credit losses as a percentage of nonaccrual loans | 380.69 % | 399.22 % | - Management believes current reserves are appropriate to absorb expected losses, but acknowledges potential for significant increases due to ongoing macroeconomic uncertainty[271](index=271&type=chunk) [Non-performing Loans Rollforward, excluding early buy-out loans guaranteed by U.S. government agencies](index=78&type=section&id=Non-performing%20Loans%20Rollforward,%20excluding%20early%20buy-out%20loans%20guaranteed%20by%20U.S.%20government%20agencies) This rollforward tracks non-performing loan activity, including additions, returns to performing status, payments, transfers to OREO, and charge-offs | Metric | 3 Months Ended Sep 30, 2023 (in thousands) | 3 Months Ended Sep 30, 2022 (in thousands) | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | | Balance at beginning of period | $108,712 | $72,351 | | Additions from becoming non-performing | $18,666 | $35,234 | | Net change for niche loans | $19,595 | $11,145 | | Balance at end of period | $133,101 | $97,633 | | Metric | 9 Months Ended Sep 30, 2023 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | | :-------------------------------- | :--------------------------------------- | :--------------------------------------- | | Balance at beginning of period | $100,697 | $74,438 | | Additions from becoming non-performing | $64,367 | $62,216 | | Net change for niche loans | $7,137 | $18,284 | | Balance at end of period | $133,101 | $97,633 | [Allowance for Credit Losses](index=78&type=section&id=Allowance%20for%20Credit%20Losses) Management affirms the allowance for credit losses at **September 30, 2023**, is appropriate, based on comprehensive analysis of the diversified loan portfolio - Management determined that the allowance for credit losses was appropriate at **September 30, 2023**, and that the loan portfolio is well diversified and well secured[274](index=274&type=chunk) | Metric | Sep 30, 2023 (in thousands) | Sep 30, 2022 (in thousands) | | :---------------------------------------------------- | :-------------------------- | :-------------------------- | | Allowance for credit losses at period end | $399,150 | $315,028 | | Allowance for loan losses as a percentage of loans at period end | 0.76 % | 0.64 % | | Allowance for loan and unfunded loan-related commitment losses as a percentage of loans at period end | 0.96 % | 0.83 % | [Other Real Estate Owned](index=80&type=section&id=Other%20Real%20Estate%20Owned) This section summarizes the Company's OREO activity, including disposals, transfers, and fair value adjustments, presenting the balance by property type | Metric | Sep 30, 2023 (in thousands) | Sep 30, 2022 (in thousands) | | :-------------------------- | :-------------------------- | :-------------------------- | | Balance at beginning of period | $11,586 | $6,839 | | Transfers in at fair value, less costs to sell | $2,941 | $134 | | Balance at end of period | $14,060 | $6,687 | | Residential real estate (period end) | $441 | $1,585 | | Commercial real estate (period end) | $13,619 | $5,102 | - The Company uses foreclosure as a last resort and employs extensive contact and restructuring procedures to find other solutions for borrowers experiencing financial hardships[277](index=277&type=chunk) [Deposits](index=80&type=section&id=Deposits) Total deposits increased by **5%** year-over-year, with a shift from non-interest-bearing to interest-bearing products, and brokered deposits used for asset-liability management - Total deposits at **September 30, 2023**, were **$45.0 billion**, an increase of **$2.2 billion (5%)** compared to **September 30, 2022**[278](index=278&type=chunk) | Deposit Type (Average Balance) | Sep 30, 2023 (in thousands) | Sep 30, 2022 (in thousands) | % Change | | :------------------------------- | :-------------------------- | :-------------------------- | :------- | | Non-interest-bearing | $10,612,009 | $13,731,219 | (22.7)% | | Interest-bearing | $33,451,807 | $28,444,053 | 17.6 % | | Total average deposits | $44,063,816 | $42,175,272 | 4.5 % | - Brokered deposits totaled **$3.69 billion** at **September 30, 2023**, representing **8.2%** of total deposits, primarily used as an asset-liability management tool[282](index=282&type=chunk) [Other Funding Sources](index=81&type=section&id=Other%20Funding%20Sources) Beyond deposits, the Company uses FHLB advances, notes payable, and subordinated debt for growth, maintaining significant liquidity relative to uninsured deposits | Funding Source (Average Balance) | Sep 30, 2023 (in thousands) | Sep 30, 2022 (in thousands) | | :------------------------------- | :-------------------------- | :-------------------------- | | FHLB advances | $2,241,292 | $1,403,573 | | Other borrowings | $657,454 | $478,909 | | Subordinated notes | $437,658 | $437,191 | | Junior subordinated debentures | $253,566 | $253,566 | | Total other funding sources | $3,589,970 | $2,573,239 | - As of **September 30, 2023**, the Company had approximately **$15.3 billion** of uninsured deposits, with **$2.7 billion** fully collateralized, resulting in **$12.6 billion (28% of total deposits)** of uninsured and uncollateralized deposits[284](index=284&type=chunk) - Total liquidity sources, including cash and collateralized funding, amounted to **$15.5 billion**, representing approximately **124%** of uninsured and uncollateralized deposits as of **September 30, 2023**[285](index=285&type=chunk) [Shareholders' Equity](index=82&type=section&id=Shareholders'%20Equity) The Company maintains strong capital ratios, exceeding regulatory minimums and remaining 'Well Capitalized,' managing capital through dividends, borrowings, and equity issuances | Capital Ratio | Sep 30, 2023 | Jun 30, 2023 | Sep 30, 2022 | | :-------------------------- | :----------- | :----------- | :----------- | | Tier 1 leverage ratio | 9.2 % | 9.3 % | 8.8 % | | Tier 1 capital ratio | 10.2 % | 10.1 % | 9.9 % | | Common equity tier 1 capital ratio | 9.3 % | 9.3 % | 9.0 % | | Total capital ratio | 12.0 % | 12.0 % | 11.8 % | | Total average equity-to-total average assets | 9.3 % | 9.6 % | 9.5 % | - The Company declared a quarterly cash dividend of **$0.40 per common share** in **January, April, and July of 2023**[181](index=181&type=chunk)[293](index=293&type=chunk) - Management is committed to maintaining the Company's capital levels above the 'Well Capitalized' levels established by the FRB for bank holding companies[294](index=294&type=chunk) [Liquidity](index=83&type=section&id=LIQUIDITY) The Company actively manages liquidity through maturing assets, liquid assets, and external funding, enhanced by a loan sale and common stock offering - The Company manages its liquidity to ensure sufficient funds for customer needs, utilizing maturing assets, liquid assets (money market, AFS securities), and external funding sources[295](index=295&type=chunk) - A loan sale transaction within the property and casualty insurance premium finance receivables portfolio generated approximately **$405.6 million** in net proceeds, demonstrating a strong source of additional liquidity[296](index=296&type=chunk) - In **2022**, a public offering of common stock generated approximately **$285.7 million** in net proceeds, further strengthening the Company's balance sheet[296](index=296&type=chunk) [Inflation](index=84&type=section&id=INFLATION) Changes in interest rates typically impact a bank's financial condition more than inflation, with asset and liability structure key to managing interest rate risk - Changes in the rate of inflation typically do not have as great an impact on a bank's financial condition as do changes in interest rates[298](index=298&type=chunk) - An analysis of the Company's asset and liability structure provides the best indication of how the organization is positioned to respond to changing interest rates[298](index=298&type=chunk) [Forward-Looking Statements](index=84&type=section&id=FORWARD-LOOKING%20STATEMENTS) This disclosure identifies forward-looking statements and outlines risks, including economic conditions, credit losses, and regulatory changes, that could materially alter actual results - The document contains forward-looking statements regarding future financial performance, loan portfolio performance, credit reserves, growth plans, and regulatory developments[299](index=299&type=chunk) - Actual results could differ materially due to numerous factors, including economic conditions, extent of defaults and losses on the loan portfolio, changes in interest rates, competitive pressures, and regulatory changes[299](index=299&type=chunk)[300](index=300&type=chunk) [ITEM 3. Quantitative and Qualitative Disclosures About Market Risk](index=86&type=section&id=ITEM%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section details the Company's strategy for managing market interest rate risk, balancing it with credit and liquidity risk, and presents simulation analyses of net interest income sensitivity [Interest Rate Risk Management](index=86&type=section&id=Interest%20Rate%20Risk%20Management) The Company actively manages interest rate risk by balancing it with credit and liquidity risk, monitoring net interest margin, and performing simulations to mitigate adverse changes - The Company manages interest rate risk by balancing it with credit risk, liquidity risk, and maintenance of yield, establishing guidelines for acceptable limits on the sensitivity of asset and liability market values to interest rate changes[302](index=302&type=chunk) - Management performs simulation analysis of various interest rate environments to identify potential adverse changes in net interest income and takes appropriate actions to mitigate these situations[303](index=303&type=chunk) [Interest Rate Sensitivity Analysis](index=86&type=section&id=Interest%20Rate%20Sensitivity%20Analysis) Simulation analyses show the Company's net interest income sensitivity to interest rate changes, indicating diminishing potential changes, with exposure repositioned through derivatives and fixed-rate loans | Scenario (Sep 30, 2023) | +200 Basis Points | +100 Basis Points | -100 Basis Points | -200 Basis Points | | :---------------------- | :---------------- | :---------------- | :---------------- | :---------------- | | Static Shock Scenarios | 3.3 % | 1.9 % | (2.0)% | (5.2)% | | Ramp Scenarios | 1.7 % | 1.2 % | (0.5)% | (2.4)% | - The magnitude of potential changes in net interest income in various interest rate scenarios has continued to diminish[308](index=308&type=chunk) - The Company has repositioned its exposure to changing interest rates by executing various derivative instruments (collars and receive fixed swaps) and originating a higher percentage of longer-term fixed-rate loans[308](index=308&type=chunk) [ITEM 4. Controls and Procedures](index=87&type=section&id=ITEM%204.%20Controls%20and%20Procedures) This section confirms the CEO and CFO evaluated disclosure controls and procedures, concluding their effectiveness, with no material changes in internal control over financial reporting [Disclosure Controls and Procedures](index=87&type=section&id=Disclosure%20Controls%20and%20Procedures) The CEO and CFO concluded the Company's disclosure controls and procedures were effective in all material respects as of **September 30, 2023** - The Company's Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures are effective, in all material respects, as of **September 30, 2023**[311](index=311&type=chunk) [Internal Control Over Financial Reporting](index=87&type=section&id=Internal%20Control%20Over%20Financial%20Reporting) No material changes occurred in the Company's internal control over financial reporting during the period - There were no changes in the Company's internal control over financial reporting during the period that have materially affected, or are reasonably likely to materially affect, its internal controls over financial reporting[312](index=312&type=chunk) [PART II. — OTHER INFORMATION](index=88&type=section&id=PART%20II.%20%E2%80%94%20OTHER%20INFORMATION) [ITEM 1. Legal Proceedings](index=88&type=section&id=ITEM%201.%20Legal%20Proceedings) This section describes ongoing legal proceedings, including an ERISA class action and a California PAGA suit, with management believing no material adverse effect on financial condition [Overview of Legal Proceedings](index=88&type=section&id=Overview%20of%20Legal%20Proceedings) The Company is involved in several legal proceedings, including an ERISA class action and a California PAGA suit, with management expecting no material financial impact - A class action lawsuit was filed under ERISA on **July 29, 2022**, alleging Wintrust breached its fiduciary duty in the selection and monitoring of **401(k)** plan funds; Wintrust's motion to dismiss was granted, and an amended complaint was filed[315](index=315&type=chunk) - A California PAGA suit was filed on **May 24, 2022**, against Wintrust Mortgage, alleging various wage and hour violations; Wintrust Mortgage moved to compel arbitration, and litigation is stayed pending mediation[316](index=316&type=chunk) - A putative class action and individual claims were filed on **May 25, 2022**, alleging Wintrust Mortgage discriminated against black/African American borrowers; Wintrust's motion to dismiss was granted, and an amended complaint was filed[317](index=317&type=chunk) - Management believes that the eventual outcome of any pending or threatened legal actions will not have a **material adverse effect** on the Company's operations or financial condition[319](index=319&type=chunk) [ITEM 1A. Risk Factors](index=89&type=section&id=ITEM%201A.%20Risk%20Factors) This section states no material changes occurred to the risk factors previously disclosed in the Company's **2022 Form 10-K** [No Material Changes to Risk Factors](index=89&type=section&id=No%20Material%20Changes%20to%20Risk%20Factors) The Company reports no material changes from the risk factors outlined in its **2022 Form 10-K** - There have been **no material changes** from the risk factors set forth under Part I, Item 1A 'Risk Factors' in the **2022 Form 10-K**[320](index=320&type=chunk) [ITEM 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities](index=89&type=section&id=ITEM%202.%20Unregistered%20Sales%20of%20Equity%20Securities,%20Use%20of%20Proceeds%20and%20Issuer%20Purchases%20of%20Equity%20Securities) This section reports no purchases of the Company's common shares during the nine months ended **September 30, 2023** [No Issuer Purchases of Equity Securities](index=89&type=section&id=No%20Issuer%20Purchases%20of%20Equity%20Securities) The Company did not repurchase any of its common shares during the nine months ended **September 30, 2023** - No purchases of the Company's common shares were made by or on behalf of the Company or any 'affiliated purchaser' during the nine months ended **September 30, 2023**[321](index=321&type=chunk) ITEM 3. Defaults Upon Senior Securities This item is marked 'NA', indicating no information is provided or applicable for this reporting period ITEM 4. Mine Safety Disclosures This item is marked 'NA', indicating no information is provided or applicable for this reporting period [ITEM 5. Other Information](index=89&type=section&id=ITEM%205.%20Other%20Information) This section reports no adoptions or terminations of Rule 10b5-1 trading plans or non-Rule 10b5-1 trading arrangements by directors or officers during the period [Securities Trading Plans of Directors and Officers](index=89&type=section&id=Securities%20Trading%20Plans%20of%20Directors%20and%20Officers) No directors or officers adopted or terminated Rule 10b5-1 trading plans or arrangements during the nine months ended **September 30, 2023** - None of the Company's directors or officers adopted or terminated a Rule 10b5-1 trading plan or a non-Rule 10b5-1 trading arrangement during the nine months ended **September 30, 2023**[322](index=322&type=chunk) [ITEM 6. Exhibits](index=89&type=section&id=ITEM%206.%20Exhibits) This section lists all exhibits filed as part of the **Form 10-Q**, including CEO and CFO certifications and various XBRL interactive data files [List of Exhibits](index=89&type=section&id=List%20of%20Exhibits) The exhibits include certifications (**31.1, 31.2, 32.1**) and various XBRL interactive data files for the financial information - Exhibits include certifications of the Chief Executive Officer and Chief Financial Officer pursuant to Sections **302** and **906** of the Sarbanes-Oxley Act of **2002**[323](index=323&type=chunk) - The report includes various XBRL Taxonomy Extension Documents and a Cover Page Interactive Data File formatted as Inline XBRL[323](index=323&type=chunk) [Signatures](index=90&type=section&id=Signatures) This section contains the official signatures of the Company's Executive Vice President and Chief Financial Officer, and Executive Vice President, Controller and Chief Accounting Officer - The report was signed on **November 8, 2023**, by David L. Stoehr, Executive Vice President and Chief Financial Officer, and Jeffrey D. Hahnfeld, Executive Vice President, Controller and Chief Accounting Officer[327](index=327&type=chunk)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _________________________________________ FORM 10-Q _________________________________________ ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ For the transition period from to Commission File Number 001-35077 ________________________________ ...

Table of Contents ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ For the transition period from to Commission File Number 001-35077 _____________________________________ WINTRUST FINANCIAL CORPORATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _________________________________________ FORM 10-Q ____ ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) Illinois 36-3873352 9700 W. Higgins Road, Suite 800 Rosemont, Illinois 60018 For the fiscal year ended December 31, 2022 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from ...