Merchants Bancorp CFO has shares withheld for tax

Merchants Bancorp chief financial officer Sean A. Sievers reported a routine tax-related share withholding.

Rhea-AI Filing Summary

Merchants Bancorp chief financial officer Sean A. Sievers reported a routine tax-related share withholding. On 02/01/2026, 246 shares of common stock were withheld at $41.46 per share upon vesting of restricted stock units to cover tax obligations.

After this transaction, Sievers directly owns 14,388 shares of common stock and 3,000 Series D Depositary Shares. His holdings also include 7,935 unvested restricted stock units, scheduled to vest as 2,896 units on 02/01/2027, 2,896 units on 02/01/2028, and 2,143 units on 02/01/2029.

Insider Trade Summary

Exercise Price or Tax Liability: 246 shares

Exercise Price or Tax Liability 2 txns

Insider Sievers Sean A.

Role CHIEF FINANCIAL OFFICER

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	246	$41.46	$10K
holding	Series D Depositary Shares	--	--	--

Holdings After Transaction: Common Stock — 14,388 shares (Direct); Series D Depositary Shares — 3,000 shares (Direct)

Footnotes (2)

1. F1. Represents the number of shares withheld upon vesting of restricted stock units to cover tax withholding obligations.
2. F2. Includes 7,935 unvested restricted stock units for which the reporting person does not have voting rights or receive dividends until vested and shares are issued: 2,896 vesting 2/1/2027; 2,896 vesting 2/1/2028; and 2,143 vesting 2/1/2029.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did MBIN CFO report on February 1, 2026?

Merchants Bancorp’s CFO reported a tax withholding transaction. On 02/01/2026, 246 shares of common stock were withheld at $41.46 per share when restricted stock units vested, covering his tax obligations rather than representing an open-market purchase or sale.

How many Merchants Bancorp (MBIN) shares does the CFO hold after this Form 4?

After the transaction, the CFO directly holds 14,388 common shares. The filing also shows direct ownership of 3,000 Series D Depositary Shares, plus 7,935 unvested restricted stock units that will only deliver shares as they vest over future dates.

What does the 246-share withholding mean for MBIN CFO Sean A. Sievers?

The 246-share withholding covers tax on vested restricted stock units. Instead of paying cash, a portion of newly vested shares was withheld at $41.46 each, a standard method to satisfy income tax obligations tied to equity compensation awards.

How many unvested restricted stock units does the MBIN CFO have and when do they vest?

The CFO has 7,935 unvested restricted stock units outstanding. These are scheduled to vest in three future tranches: 2,896 units on 02/01/2027, 2,896 units on 02/01/2028, and 2,143 units on 02/01/2029, at which time shares will be issued.

What are the Series D Depositary Shares reported in the MBIN Form 4 filing?

The filing lists 3,000 Series D Depositary Shares held directly. This line reflects a separate class of securities from common stock, shown as a holding rather than a new transaction, indicating the CFO’s existing position in that security class at the reporting date.

Does the MBIN CFO receive dividends or voting rights on unvested RSUs?

The unvested restricted stock units do not carry voting rights or dividends. The filing specifies that for the 7,935 unvested RSUs, the reporting person lacks voting power and does not receive dividends until the units vest and actual shares are issued.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/03/2026 - 04:20 PM EST Learn about SEC filing dates

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).

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^*

Sievers Sean A.

(Last) (First) (Middle)

410 MONON BLVD.

(Street)

CARMEL IN 46032

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Merchants Bancorp [ MBIN ]

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

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

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		F		246(1)	D	$41.46	14,388(2)	D
Series D Depositary Shares								3,000	D

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 the number of shares withheld upon vesting of restricted stock units to cover tax withholding obligations.

2. Includes 7,935 unvested restricted stock units for which the reporting person does not have voting rights or receive dividends until vested and shares are issued: 2,896 vesting 2/1/2027; 2,896 vesting 2/1/2028; and 2,143 vesting 2/1/2029.

Remarks:

	/s/ Terry A. Oznick, attorney-in-fact	02/03/2026
	** 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.