Merchants Bancorp (MBIN) insider reports Series C preferred share sales

Rhea-AI Filing Summary

Merchants Bancorp reported insider sales of its Series C Depositary Shares by a reporting person who is a director, 10% owner, and the company’s Chairman and CEO. The insider sold 7,541 Series C Depositary Shares on 12/10/2025, 5,336 shares on 12/11/2025, and 1,380 shares on 12/12/2025, all at a price of $19 per share. Following these transactions, the insider directly holds 57,772 Series C Depositary Shares.

The filing also shows substantial holdings of Merchants Bancorp common stock. The insider directly beneficially owns 1,919,428 common shares, which include 58,203 unvested restricted stock units that are scheduled to vest in tranches on 2/1/2026, 2/1/2027, and 2/1/2028. Additional large indirect common stock positions are reported through the insider’s spouse and several 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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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^*

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)
12/10/2025

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	12/10/2025		S		7,541	D	$19	64,488	D
Series C Depositary Shares	12/11/2025		S		5,336	D	$19	59,152	D
Series C Depositary Shares	12/12/2025		S		1,380	D	$19	57,772	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	12/12/2025
	** 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 insider transactions did Merchants Bancorp (MBIN) report in this filing?

The filing reports three open market sales of Series C Depositary Shares by a senior insider. The insider sold 7,541 shares on 12/10/2025, 5,336 shares on 12/11/2025, and 1,380 shares on 12/12/2025, each transaction coded as a disposition.

At what price were Merchants Bancorp (MBIN) Series C Depositary Shares sold?

All three reported transactions in Series C Depositary Shares were executed at a price of $19 per share on 12/10/2025, 12/11/2025, and 12/12/2025.

How many Series C Depositary Shares does the insider own after the reported sales at Merchants Bancorp (MBIN)?

After the reported transactions, the insider directly beneficially owns 57,772 Series C Depositary Shares of Merchants Bancorp.

How many Merchants Bancorp (MBIN) common shares does the insider hold directly and indirectly?

The insider directly beneficially owns 1,919,428 shares of Merchants Bancorp common stock. Indirect holdings include 2,111,868 shares held by the spouse and additional large blocks such as 1,425,000 and 2,611,424 shares in family trusts where the spouse is trustee.

What restricted stock units are included in the insiders Merchants Bancorp (MBIN) holdings?

The direct common stock holdings include 58,203 unvested restricted stock units. These consist of 29,807 units vesting on 2/1/2026, 20,736 units vesting on 2/1/2027, and 7,660 units vesting on 2/1/2028.

What is the insiders role and relationship to Merchants Bancorp (MBIN)?

The reporting person is a director, a 10% owner, and serves as Chairman and CEO of Merchants Bancorp, according to the filing.