MBIN Chairman & CEO reports Series C share sales and updated holdings

Rhea-AI Filing Summary

Merchants Bancorp (MBIN) insider, who is a director, Chairman, CEO and 10% owner, reported sales of Series C Depositary Shares. On 11/21/2025, the reporting person sold 11,566 Series C Depositary Shares at $19.2 per share, and on 11/24/2025 sold an additional 1,902 Series C Depositary Shares at $19.35 per share. After these transactions, the insider beneficially owned 84,262 Series C Depositary Shares directly. The insider also directly held 1,919,428 shares of common stock, which includes 58,203 unvested restricted stock units scheduled to vest in tranches on 2/1/2026, 2/1/2027 and 2/1/2028, and reported substantial additional indirect common stock holdings through a spouse and multiple family trusts.

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
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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^*

Petrie Michael F.

(Last) (First) (Middle)

410 MONON BOULEVARD

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
11/21/2025

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
Series C Depositary Shares	11/21/2025		S		11,566	D	$19.2	86,164	D
Series C Depositary Shares	11/24/2025		S		1,902	D	$19.35	84,262	D
Common Stock								1,919,428(1)	D
Common Stock								2,111,868	I	By Spouse
Common Stock								1,425,000	I	Spouse is Trustee of the Emily J. Petrie Irrevocable GST Trust 2010
Common Stock								2,611,424	I	Spouse is Trustee of the Emily J. Petrie Irrevocable Trust - 2010
Common Stock								1,425,000	I	Spouse is Trustee of the Julia L. Petrie Irrevocable GST Trust 2010
Common Stock								2,410,152	I	Spouse is Trustee of the Julia L. Petrie Irrevocable Trust - 2010
Common Stock								724,729	I	Spouse is Trustee of The Petrie Grandchildren Trust

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. Includes 58,203 unvested restricted stock units for which the reporting person does not have voting rights or receive dividends until vested and shares are issued: 29,807 vesting 2/1/2026; 20,736 vesting 2/1/2027, and 7,660 vesting 2/1/2028.

Remarks:

	/s/ Terry A. Oznick, attorney-in-fact	11/24/2025
	** 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.
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 did the MBIN insider report in this Form 4 filing?

The reporting person disclosed open market sales of Merchants Bancorp Series C Depositary Shares and updated their direct and indirect ownership of both Series C Depositary Shares and common stock.

How many Merchants Bancorp Series C Depositary Shares were sold and at what prices?

The insider sold 11,566 Series C Depositary Shares on 11/21/2025 at $19.2 per share and 1,902 Series C Depositary Shares on 11/24/2025 at $19.35 per share.

How many Series C Depositary Shares does the insider own after the reported MBIN transactions?

Following the reported sales, the insider beneficially owned 84,262 Merchants Bancorp Series C Depositary Shares directly.

What is the reporting person’s direct common stock ownership in Merchants Bancorp after these transactions?

The insider directly held 1,919,428 shares of Merchants Bancorp common stock, including 58,203 unvested restricted stock units.

When are the unvested Merchants Bancorp restricted stock units scheduled to vest?

The 58,203 unvested restricted stock units are scheduled to vest in tranches: 29,807 on 2/1/2026, 20,736 on 2/1/2027, and 7,660 on 2/1/2028.

What roles does the reporting person hold at Merchants Bancorp (MBIN)?

The reporting person is a director, Chairman and CEO, and is reported as a 10% owner of Merchants Bancorp.

Does the MBIN insider have indirect ownership through family trusts?

Yes. The filing lists indirect common stock holdings through the insider’s spouse and several family trusts, where the spouse serves as trustee, in addition to the insider’s direct holdings.