Merchants Bancorp (MBIN) CEO adds 20,565 shares, holds 1.94M directly

Rhea-AI Filing Summary

Merchants Bancorp Chairman and CEO Michael F. Petrie reported an award of 20,565 shares of common stock on January 27, 2026, at a price of $0.00 per share. Following this award, he directly beneficially owns 1,939,993 common shares.

This direct holding total includes 78,768 unvested restricted stock units, which carry no voting rights or dividends until they vest and shares are issued. The restricted units are scheduled to vest in tranches on February 1, 2026, February 1, 2027, February 1, 2028, and February 1, 2029. Petrie also reports additional indirect ownership through his spouse and several family trusts, as well as 57,772 Series C Depositary Shares held directly.

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^*

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)
01/27/2026

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	01/27/2026		A		20,565(1)	A	$0.00	1,939,993(2)	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
Series C Depositary Shares								57,772	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. Unvested restricted stock units for which the reporting person does not have voting rights or receive dividends until vesting and shares are issued.

2. Includes 78,768 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; 27,591 vesting 2/1/2027; 14,515 vesting 2/1/2028; and 6,855 vesting 2/1/2029.

Remarks:

	/s/ Terry A. Oznick, attorney-in-fact	01/29/2026
	** 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 Chairman and CEO Michael Petrie report?

Michael F. Petrie reported receiving 20,565 shares of Merchants Bancorp common stock on January 27, 2026 at a price of $0.00 per share. This appears as an acquisition (code A) and increases his directly held common stock position reported on the form.

How many Merchants Bancorp shares does Michael Petrie directly own after this Form 4?

After the reported transaction, Michael Petrie directly beneficially owns 1,939,993 shares of Merchants Bancorp common stock. This figure includes both vested shares and 78,768 unvested restricted stock units that will deliver shares only as they vest over future vesting dates.

What are the vesting terms of Michael Petrie’s unvested restricted stock units at MBIN?

Petrie’s 78,768 unvested restricted stock units vest in four tranches: 29,807 on February 1, 2026; 27,591 on February 1, 2027; 14,515 on February 1, 2028; and 6,855 on February 1, 2029. He has no voting rights or dividends on these units before vesting.

What indirect holdings in Merchants Bancorp stock are associated with Michael Petrie?

The Form 4 lists indirect ownership through Petrie’s spouse and several family trusts, including over two million common shares held by his spouse and additional blocks in various Emily J. and Julia L. Petrie irrevocable trusts, plus The Petrie Grandchildren Trust, reflecting family-related ownership structures.

Does Michael Petrie hold any Merchants Bancorp preferred or depositary shares?

Yes. The filing shows 57,772 Series C Depositary Shares held directly by Michael Petrie. These are reported separately from his common stock holdings and provide additional exposure to Merchants Bancorp beyond his large common stock and restricted stock unit positions.

What roles does Michael Petrie hold at Merchants Bancorp according to this Form 4?

According to the filing, Michael F. Petrie is a director, Chairman and CEO, and a more than 10% owner of Merchants Bancorp. These multiple roles underscore his significant leadership position and substantial equity stake in the company’s common stock and related securities.