Merchants Bancorp (MBIN) CAO reports tax withholding of RSU shares

Rhea-AI Filing Summary

Merchants Bancorp executive Kevin T. Langford reported a routine tax‑related share withholding tied to equity compensation. On 02/01/2026, 2,483 shares of Merchants Bancorp common stock were withheld at $41.46 per share to cover taxes upon vesting of restricted stock units.

After this transaction, Langford beneficially owned 37,083 common shares, which the note states includes 10,920 unvested restricted stock units. These unvested units do not carry voting rights or dividends until they vest on 02/01/2027, 02/01/2028, and 02/01/2029.

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

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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^*

Langford Kevin T

(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 Administrative 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		2,483(1)	D	$41.46	37,083(2)	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 10,920 unvested restricted stock units for which the reporting person does not have voting rights or receive dividends until vested and shares are issued: 6,141 vesting 2/1/2027; 3,236 vesting 2/1/2028; and 1,543 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.

FAQ

What insider transaction did MBIN executive Kevin T. Langford report on this Form 4?

Kevin T. Langford reported a tax‑related share withholding. 2,483 Merchants Bancorp common shares were withheld on 02/01/2026 at $41.46 per share to satisfy tax obligations arising from the vesting of restricted stock units.

How many Merchants Bancorp (MBIN) shares does Kevin T. Langford own after this transaction?

After the reported transaction, Kevin T. Langford beneficially owned 37,083 shares of Merchants Bancorp common stock. This figure, according to the footnote, includes 10,920 unvested restricted stock units that will vest over several future dates before shares are issued.

Was the MBIN Form 4 transaction an open market sale by Kevin T. Langford?

The transaction was not an open market sale. The Form 4 states that 2,483 shares were withheld upon vesting of restricted stock units to cover tax withholding obligations, a common administrative mechanism for settling taxes on equity awards.

What unvested restricted stock units does Kevin T. Langford hold in Merchants Bancorp (MBIN)?

The filing notes that Langford’s holdings include 10,920 unvested restricted stock units. These units vest in three tranches: 6,141 on 02/01/2027, 3,236 on 02/01/2028, and 1,543 on 02/01/2029, at which point shares are issued.

Does Kevin T. Langford have voting rights on all reported MBIN equity awards?

No. The filing explains that 10,920 unvested restricted stock units do not carry voting rights or dividends until they vest and shares are issued. Only vested shares provide typical shareholder rights such as voting and dividend eligibility.

What is Kevin T. Langford’s role at Merchants Bancorp (MBIN) as shown in this filing?

The Form 4 lists Kevin T. Langford as an officer of Merchants Bancorp, specifically holding the title Chief Administrative Officer. The filing is made for a single reporting person and reflects his equity compensation‑related transaction.