Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. OnJanuary 27, 2022 , the Board of Directors ofWintrust Financial Corporation (the "Company") amended the Company's Amended and Restated By-Laws, effective immediately. The amendment increases the size of the Board of Directors from twelve (12) directors to thirteen (13) directors. The Company's Amended and Restated By-Laws, as amended, are attached hereto as Exhibit 3.2 and are incorporated herein by reference. Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Additionally onJanuary 27, 2022 , the Board of Directors of the Company appointedElizabeth H. Connelly as a director of Company, effective immediately, to fill the vacancy created by the above-referenced bylaws amendment. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 3.2 Amended and Restated By-laws , A
dopted Effective
2022 104 Cover Page Interactive Data File (embedded
within the Inline XBRL document)
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
WINTRUST FINANCIAL CORPORATION (Registrant) By: /s/Kathleen M. Boege Kathleen M. Boege Executive Vice
President, General Counsel and
Corporate Secretary Date:January 31, 2022 1
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