[Form 4] Merchants Bancorp Depositary Shares Each Representing a 1/40th Interest in a Share of Series B Fixed-to-Floating Rate Insider Trading Activity

Rhea-AI Filing Summary

Patrick D. O'Brien, a director of Merchants Bancorp (MBINO), received 540 shares of common stock as the equity portion of his quarterly director retainer on 08/21/2025 at a per-share price of $32.42. The filing shows this award was calculated by dividing the dollar value of the equity retainer by the closing price the day before the board meeting and rounding up. After the transaction the reporting person beneficially owned 118,401 shares of common stock.

The Form 4 also reports several depositary share transactions: dispositions of Series C, Series D and Series E depositary shares and indirect holdings of certain series held indirectly by O'Brien Motors, Inc. The form was signed by attorney-in-fact Terry A. Oznick on 08/25/2025.

Insights

Financial Analyst

TL;DR: Director received a routine equity retainer (540 shares) and the filing shows multiple depositary-share dispositions and indirect holdings.

The 540-share award at $32.42 per share represents standard non-cash director compensation and is small relative to the reported beneficial ownership of 118,401 common shares, suggesting limited dilution or cash impact. The reported dispositions of Series C, D and E depositary shares are notable for corporate capitalization records; however, the filing does not disclose proceeds, reasons for the dispositions, or whether these moves change control or voting influence. No options or derivative transactions are reported. Impact on valuation is likely limited based solely on the facts disclosed.

Corporate Governance Expert

TL;DR: This is a routine Section 16 filing showing director compensation and transfers of depositary shares; documentation appears compliant.

The Form 4 identifies the reporting person as a director and reports the equity retainer calculation method, which aligns with common governance practices for periodic director awards. The presence of indirect holdings by O'Brien Motors, Inc. is properly disclosed, and the form is signed by an attorney-in-fact. The filing does not provide motives or agreements related to the depositary-share dispositions, so material governance implications cannot be determined from this document alone.

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^*

O'Brien Patrick D.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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
Common Stock	08/21/2025		A		540	A	$32.42(1)	118,401	D
Series C Depositary Shares								43,700	D
Series C Depositary Shares								40,000	I	by O'Brien Motors, Inc.
Series D Depositary Shares								40,000	D
Series E Depositary Shares								40,000	D
Series E Depositary Shares								40,000	I	by O'Brien Motors, Inc.

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. This award represents the equity portion of the Reporting Person's quarterly retainer for service as a director of the Issuer. The number of shares awarded was determined by dividing the dollar value of the equity portion by the price shown, which was the closing price of one share of the Issuer's common stock on the day immediately prior to the most recent scheduled quarterly board meeting, and rounding up to the next whole share.

Remarks:

	/s/ Terry A. Oznick, attorney-in-fact	08/25/2025
	** 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.