[Form 4] First Busey Corporation Insider Trading Activity

Rhea-AI Filing Summary

Dynex Capital (DX) filed an 8-K announcing Amendment No. 7 to its 2018 at-the-market (ATM) equity distribution agreement with ten sales agents, including J.P. Morgan, UBS and Wells Fargo. The amendment raises the share capacity by 61,939,730 shares, lifting the total amount that can be issued under the program to 161,292,973 common shares. After prior issuances, approximately 75 million shares remain available for sale.

The new shares are registered on the Company’s Form S-3 (File No. 333-289004). Sales will be made from time to time through the agents as "at-the-market offerings" under Rule 415(a)(4); the agents will receive customary fees and commissions. Dynex also filed (i) the full text of Amendment No. 7 (Ex. 10.1) and (ii) a legal opinion from Mayer Brown LLP regarding the shares’ validity (Ex. 5.1/23.1).

Implications for investors:

• Liquidity boost: Expanding the ATM program provides management with flexibility to raise cash quickly without a traditional follow-on offering.
• Dilution risk: Issuing up to 75 million additional shares would materially dilute existing shareholders if fully placed.
• No operating metrics: The filing does not include earnings, leverage or book-value updates; the amendment solely concerns capital-raising capacity.

Positive

• Enhanced funding flexibility: Raising ATM limit allows Dynex to access equity opportunistically without a full public offering.
• Large unissued capacity: 75 M shares remain, potentially strengthening balance-sheet liquidity if executed judiciously.

Negative

• Dilution overhang: Issuance of up to 75 M additional shares could materially dilute existing shareholders.
• Uncertain capital need: Filing does not explain why such a sizable increase is required, leaving questions about future leverage or asset purchases.

Insights

Equity Capital Markets Analyst

TL;DR: Dynex increases ATM size to 161 M shares, giving liquidity flexibility but creating potential dilution overhang; impact depends on issuance pace.

The 61.9 M-share expansion nearly doubles the program versus the original 99.4 M limit, signalling management’s willingness to tap equity markets amid volatile mortgage-REIT funding conditions. With ~75 M shares still unissued, the company could raise roughly $750-$800 M at the recent $10/share price—equal to ~55-60% of current market cap. While added capital may support portfolio growth or debt reduction, continual ATM issuance typically weighs on per-share book value and dividend capacity. Because the amendment does not mandate issuance timing, short-term impact is neutral; long-term share count creep could pressure valuation multiples.
Impact rating: 0 (neutral—benefits liquidity but dilutive risk is contingent).

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Wehrli Scott A

(Last) (First) (Middle)

11440 TOMAHAWK CREEK PARKWAY

(Street)

LEAWOOD KS 66211

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIRST BUSEY CORP /NV/ [ BUSE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/25/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/25/2025		A		104(1)	A	$0	9,721	D
Common Stock								40,367	I	Scott Wehrli Investments LLC
Common Stock								23,011	I	Scott Wehrli Declaration of Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents dividend equivalent rights accrued on Deferred Stock Units in connection with the payment of a cash dividend on First Busey Corporation Stock. Each dividend equivalent right is the economic equivalent of one share of First Busey Corporation Stock.

Remarks:

	/s/ Catherine Alqallaf, attorney-in-fact	07/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Dynex Capital (DX) announce in its July 29 2025 8-K?

The company increased its at-the-market equity program by 61.9 M shares to a total of 161.3 M common shares.

How many DX shares remain available for issuance after Amendment No. 7?

Approximately 75 million shares can still be issued under the amended ATM agreement.

Why is the amendment considered material to investors?

It gives Dynex a large equity-raising capacity, which can improve liquidity but may dilute existing shareholdings.

Which sales agents are involved in Dynex’s expanded ATM program?

BTIG, Citizens JMP, Janney, JonesTrading, J.P. Morgan, KBW, RBC, UBS and Wells Fargo act as sales agents.

Does the 8-K include any earnings or book-value information?

No. The filing is limited to the capital-raising amendment and related legal exhibits.