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Merger converts First Savings (NASDAQ: FSFG) insider shares and options

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

First Savings Financial Group officer David Z. Rosen, treasurer of a subsidiary, reported the automatic disposition of his holdings in connection with the merger between First Savings Financial Group and First Merchants Corporation. On February 1, 2026, each share of First Savings common stock he held was converted into the right to receive 0.85 shares of First Merchants Corporation common stock, with cash paid instead of any fractional shares.

Rosen reported that 3,025 common shares held directly and 15,000 common shares held indirectly through an IRA were disposed of in this conversion. In addition, stock options for 3,600 shares at a $19.74 exercise price and 3,000 shares at a $26.72 exercise price were canceled in the merger. For each option, he received cash equal to the number of option shares multiplied by the excess of the per share cash equivalent merger consideration of $32.5876 over the respective exercise price, less applicable tax withholdings.

Positive

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Negative

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Insider Rosen David Z
Role Treasurer of subsidiary
Type Security Shares Price Value
Disposition Stock Options 3,600 $0.00 --
Disposition Stock Options 3,000 $0.00 --
Disposition Common Stock 3,025 $0.00 --
Disposition Common Stock 15,000 $0.00 --
Holdings After Transaction: Stock Options — 0 shares (Direct); Common Stock — 0 shares (Direct); Common Stock — 0 shares (Indirect, By IRA)
Footnotes (1)
  1. Pursuant to the Agreement and Plan of Merger, dated as of September 24, 2025, between the Issuer and First Merchants Corporation, each issued and outstanding share of Issuer common stock was converted into the right to receive 0.85 shares of First Merchants Corporation common stock (subject to the payment of cash in lieu of fractional shares). This option was canceled in the merger in exchange for an amount of cash equal to the product of (i) the number of shares for which such option is exercisable and (ii) the excess of the per share cash equivalent consideration of $32.5876 over the per share exercise price of such option, less any applicable tax withholdings.
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
X
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*
Rosen David Z

(Last) (First) (Middle)
702 NORTH SHORE DRIVE
SUITE 300

(Street)
JEFFERSONVILLE IN 47130

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
First Savings Financial Group, Inc. [ FSFG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Treasurer of subsidiary
3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026
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 02/01/2026 D 3,025 D (1) 0 D
Common Stock 02/01/2026 D 15,000 D (1) 0 I By IRA
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
Stock Options $19.74 02/01/2026 D 3,600(2) 11/21/2019 11/21/2028 Common Stock 3,600(2) (2) 0 D
Stock Options $26.72 02/01/2026 D 3,000(2) 11/21/2019 11/21/2028 Common Stock 3,000(2) (2) 0 D
Explanation of Responses:
1. Pursuant to the Agreement and Plan of Merger, dated as of September 24, 2025, between the Issuer and First Merchants Corporation, each issued and outstanding share of Issuer common stock was converted into the right to receive 0.85 shares of First Merchants Corporation common stock (subject to the payment of cash in lieu of fractional shares).
2. This option was canceled in the merger in exchange for an amount of cash equal to the product of (i) the number of shares for which such option is exercisable and (ii) the excess of the per share cash equivalent consideration of $32.5876 over the per share exercise price of such option, less any applicable tax withholdings.
/s/ Victor L. Cangelosi, pursuant to power of attorney 02/09/2026
** 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 insider transaction did David Z. Rosen report for FSFG?

David Z. Rosen reported automatic disposition of his First Savings Financial Group common stock and stock options due to the merger with First Merchants Corporation. His shares converted into First Merchants stock, and his options were canceled in exchange for a defined cash payment per option share.

How many FSFG common shares did David Z. Rosen dispose of in the merger?

David Z. Rosen reported disposing of 3,025 First Savings common shares held directly and 15,000 common shares held indirectly through an IRA. All these shares were converted into the right to receive 0.85 shares of First Merchants Corporation common stock for each First Savings share.

How were David Z. Rosen’s FSFG stock options treated in the merger?

His stock options covering 3,600 shares at a $19.74 exercise price and 3,000 shares at a $26.72 exercise price were canceled. He received cash equal to each option’s shares multiplied by $32.5876 minus the exercise price, reduced by applicable tax withholdings.

What merger terms affected FSFG common shareholders like David Z. Rosen?

Under the merger agreement, each issued and outstanding First Savings common share was converted into the right to receive 0.85 shares of First Merchants Corporation common stock. Cash was paid instead of issuing any fractional First Merchants shares resulting from this conversion ratio.

Does David Z. Rosen still hold FSFG securities after this Form 4 filing?

Following the reported transactions, David Z. Rosen showed zero First Savings common shares and zero stock options beneficially owned. His former holdings were either converted into First Merchants Corporation stock or canceled in exchange for cash under the merger consideration terms.

What is the cash equivalent consideration used for FSFG option cancellation?

The merger used a per share cash equivalent consideration of $32.5876 to value canceled First Savings stock options. For each option, the cash payment equaled the number of option shares multiplied by $32.5876 minus the option’s exercise price, subject to applicable tax withholdings.
First Savings

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Banks - Regional
Savings Institution, Federally Chartered
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United States
JEFFERSONVILLE