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United
States
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event
reported): February 19, 2026
Merchants Bancorp
(Exact Name of Registrant as Specified
in its Charter)
| Indiana |
|
001-38258 |
|
20-5747400 |
|
(State or Other Jurisdiction
of Incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
410 Monon Boulevard
Carmel, Indiana 46032
(Address of Principal Executive Offices) (Zip Code)
(317) 569-7420
(Registrant’s Telephone Number, Including
Area Code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate
box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
| ¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section
12(b) of the Act:
| Title
of each class |
Trading
Symbol(s) |
Name
of each exchange on which registered |
| Common Stock, without par value |
MBIN |
NASDAQ |
| Depositary
Shares, each representing a 1/40th interest in a share of Series C Preferred Stock, without par value |
MBINN |
NASDAQ |
| Depositary
Shares, each representing a 1/40th interest in a share of Series D Preferred Stock, without par value |
MBINM |
NASDAQ |
| Depositary
Shares, each representing a 1/40th interest in a share of Series E Preferred Stock, without par value |
MBINL |
NASDAQ |
| |
|
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| |
Emerging growth company |
¨ |
If an emerging growth company, indicate by
check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 8.01 Other Events.
On February 19, 2026, Merchants Bancorp (the “Company”)
issued a press release announcing that the Company’s Board of Directors declared the following quarterly cash dividends:
| · | $0.11 per share on the Company’s outstanding shares of its common stock; |
| · | $15.00 per share (equivalent to $0.375 per depositary share) on the Company’s
outstanding shares of its 6% Series C preferred stock; |
| · | $20.625 per share (equivalent to $0.5156 per depositary share) on the Company’s
outstanding shares of its 8.25% Series D preferred stock; and |
| · | $19.06 per share (equivalent to $0.4765 per depositary share) on the Company’s
outstanding shares of its 7.625% Series E preferred stock. |
Each of the dividends are payable on April 1, 2026 to shareholders
of record on March 13, 2026.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
|
Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release dated February 19, 2026 issued by Merchants Bancorp. |
| 104 |
|
Cover Page Interactive Data File. The cover page XBRL tags are 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.
| |
MERCHANTS BANCORP |
| |
|
|
| Date: February 19, 2026 |
By: |
/s/ Terry Oznick |
| |
|
Name: Terry Oznick |
| |
|
Title: General Counsel and Secretary |
Exhibit 99.1

PRESS
RELEASE
Merchants Bancorp Increases Quarterly
Common Dividend by 10%;
Declares Quarterly Common and Preferred Dividends
For Release February 19, 2026
CARMEL, Indiana – Merchants Bancorp (“Merchants”)
(Nasdaq: MBIN), parent company and registered bank holding company of Merchants Bank of Indiana (“Merchants Bank”), today
announced that its Board of Directors declared the following quarterly cash dividends for the first quarter of 2026, in each case to shareholders
of record on March 13, 2026, payable on April 1, 2026:
| · | A dividend of $0.11 per share on the Company’s outstanding shares of
its common stock (NASDAQ:MBIN); |
| · | A dividend of $15.00 per share (equivalent to $0.375 per depositary share)
on the Company’s outstanding shares of its 6% Series C preferred stock (NASDAQ:MBINN); |
| · | A dividend of $20.625 per share (equivalent to $0.5156 per depositary share)
on the Company’s outstanding shares of its 8.25% Series D preferred stock (NASDAQ:MBINM). |
| · | A dividend of $19.06 per share (equivalent to $0.4765 per depositary share)
on the Company’s outstanding shares of its Series E preferred stock (NASDAQ:MBINL). |
ABOUT MERCHANTS BANCORP
Ranked as a top performing
U.S. public bank by S&P Global Market Intelligence, Merchants Bancorp is a diversified bank holding company headquartered in Carmel,
Indiana operating multiple segments, including Multi-family Mortgage Banking that primarily offers multi-family housing and healthcare
facility financing and servicing (through this segment it also serves as a syndicator of low-income housing tax credit and debt funds);
Mortgage Warehousing that offers mortgage warehouse financing, commercial loans, and deposit services; and Banking that offers retail
and correspondent residential mortgage banking, agricultural lending, and traditional community banking. Merchants Bancorp, with $19.4
billion in assets and $13.0 billion in deposits as of December 31, 2025, conducts its business primarily through its direct and indirect
subsidiaries, Merchants Bank of Indiana, Merchants Capital Corp., Merchants Capital Investments, LLC, Merchants Capital Servicing, LLC,
Merchants Investment Partners, LLC, and Merchants Mortgage, a division of Merchants Bank of Indiana. For more information and financial
data, please visit Merchants’ Investor Relations page at investors.merchantsbancorp.com.
Media Contact: Rebecca Marsh
Merchants Bancorp
Phone: (317) 805-4356
Email: rmarsh@bankmerchants.com
Investor Contact: Tami Durle
Merchants Bancorp
Phone: (317) 324-4556
Email: tdurle@bankmerchants.com