First Mid Bancshares (FMBH) CEO details tax-related share withholding transaction

Rhea-AI Filing Summary

FIRST MID BANCSHARES, INC.'s Chairman and CEO, who is also a director, reported a Form 4 transaction involving 2,897 shares of common stock on December 15, 2025. The shares were disposed of at $42.29 per share and were withheld to satisfy income tax withholding obligations when restricted stock vested.

After this tax-related withholding, the reporting person beneficially owns 95,611.9989 common shares directly and 67,199.8026 common shares indirectly through a deferred compensation plan.

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

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Dively Joseph R

(Last) (First) (Middle)

1421 CHARLESTON AVE

(Street)

MATTOON IL 61938

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIRST MID BANCSHARES, INC. [ FMBH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

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	12/15/2025		F		2,897(1)	D	$42.29	95,611.9989	D
Common Stock								67,199.8026	I	By Deferred Compensation Plan

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. Number of shares withheld to satisfy income tax withholding obligations in connection with shares of restricted stock that vested.

	/s/ Matthew K. Smith, attorney-in-fact for Mr. Dively	12/17/2025
	** 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.
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FAQ

What insider transaction did FIRST MID BANCSHARES, INC. (FMBH) report on this Form 4?

The Form 4 reports that 2,897 shares of FIRST MID BANCSHARES, INC. common stock were disposed of on December 15, 2025 at $42.29 per share. These shares were withheld to cover income tax withholding obligations related to the vesting of restricted stock.

Who is the reporting person in this FIRST MID BANCSHARES, INC. (FMBH) Form 4 filing?

The reporting person is identified as a Director and Officer of FIRST MID BANCSHARES, INC., serving as Chairman & CEO. The signature block is executed by /s/ Matthew K. Smith, attorney-in-fact for Mr. Dively.

Was the FMBH insider transaction related to tax withholding on restricted stock?

Yes. The explanation states that the 2,897 shares represent the number of shares withheld to satisfy income tax withholding obligations in connection with shares of restricted stock that vested.

At what price were the FIRST MID BANCSHARES, INC. (FMBH) shares withheld?

The disposed shares of FIRST MID BANCSHARES, INC. common stock were recorded at a price of $42.29 per share on December 15, 2025.

How many FIRST MID BANCSHARES, INC. (FMBH) shares does the insider own after the transaction?

Following the reported transaction, the reporting person beneficially owns 95,611.9989 shares of common stock directly and 67,199.8026 shares indirectly through a Deferred Compensation Plan.

Is this FIRST MID BANCSHARES, INC. (FMBH) Form 4 filed by one or multiple reporting persons?

The filing indicates that the Form is filed by one reporting person, as shown by the checked line for “Form filed by One Reporting Person.”