Midland States Bancorp to redeem $50,750,000 notes

Midland States Bancorp, Inc. plans to redeem all of its outstanding Fixed-to-Floating Rate Subordinated Notes due September 30, 2029.

Rhea-AI Filing Summary

Midland States Bancorp, Inc. plans to redeem all of its outstanding Fixed-to-Floating Rate Subordinated Notes due September 30, 2029. The company has notified holders that the notes, with an aggregate current principal amount of $50,750,000, will be redeemed in full on September 30, 2025.

The redemption price will equal 100% of the aggregate principal amount plus accrued and unpaid interest up to, but not including, the redemption date. These subordinated notes currently carry a 7.91% interest rate, resulting in approximately $4.0 million of interest payable each year, so redeeming them will remove this interest obligation going forward.

Insights

Bank capital structure analyst

Midland is retiring $50,750,000 of higher-cost subordinated debt.

Midland States Bancorp has elected to redeem all of its Fixed-to-Floating Rate Subordinated Notes due September 30, 2029 on September 30, 2025. The notes have an aggregate current principal amount of $50,750,000 and currently bear interest at 7.91%, equating to about $4.0 million of annual interest expense.

By calling these subordinated notes at 100% of principal plus accrued and unpaid interest, the company removes a relatively expensive layer of debt from its capital structure. The filing frames this as a planned redemption in accordance with the original note terms, without indicating any concurrent replacement financing.

The impact on earnings and capital will depend on how Midland manages liquidity and potential alternative funding after the September 30, 2025 redemption. Future periodic reports are likely to reflect the lower interest expense and any changes in overall funding mix.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What debt is Midland States Bancorp (MSBI) redeeming in this 8-K?

Midland States Bancorp is redeeming all of its outstanding Fixed-to-Floating Rate Subordinated Notes due September 30, 2029, with an aggregate current principal amount of $50,750,000.

When will Midland States Bancorp (MSBI) complete the subordinated notes redemption?

The company has set September 30, 2025 as the redemption date for the Fixed-to-Floating Rate Subordinated Notes.

What redemption price will Midland States Bancorp (MSBI) pay for the subordinated notes?

The aggregate redemption price will be 100% of the aggregate principal amount of the subordinated notes plus accrued and unpaid interest to, but excluding, the September 30, 2025 redemption date.

What is the current interest rate on Midland States Bancorp's (MSBI) subordinated notes?

The subordinated notes currently bear interest at 7.91%, which equates to approximately $4.0 million of interest payable annually.

Why did Midland States Bancorp (MSBI) file this 8-K about its subordinated notes?

The 8-K informs investors that Midland States Bancorp has notified holders of its intention to redeem all outstanding Fixed-to-Floating Rate Subordinated Notes due 2029 on September 30, 2025, and outlines the principal amount, redemption price, and current interest rate.

Does Midland States Bancorp (MSBI) mention any conditions on completing the notes redemption?

The company states that the redemption will occur in accordance with the terms of the subordinated notes and describes it as a planned redemption, without adding further conditions in the provided text.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 09/02/2025 - 06:06 AM Learn about SEC filing dates

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United States

Securities And Exchange Commission
Washington, DC 20549

FORM 8-K

Current Report Pursuant to
Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of report (Date of earliest event reported): August 27, 2025

Midland States Bancorp, Inc.
(Exact Name of Registrant as Specified in Charter)

Illinois	001-35272	37-1233196
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1201 Network Centre Drive
Effingham, Illinois 62401
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (217) 342-7321

N/A
(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $0.01 par value	MSBI	The Nasdaq Stock Market LLC
Depositary Shares (each representing a 1/40th interest in a share of 7.750% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series A, $2.00 par value)	MSBIP	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b–2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 8.01. Other Events.

On August 27, 2025, Midland States Bancorp, Inc. (the “Company”) notified holders that the Company will redeem on September 30, 2025 (the “Redemption Date”) all of the Company’s outstanding Fixed-to-Floating Rate Subordinated Notes due September 30, 2029, having an aggregate current principal amount of $50,750,000 (the “Subordinated Notes”), in accordance with the terms of the Subordinated Notes. The aggregate redemption price will be 100% of the aggregate principal amount of the Subordinated Notes, plus accrued and unpaid interest to, but excluding, the Redemption Date. The interest rate on the Subordinated Notes is currently 7.91%, equating to approximately $4.0 million of interest payable, annually.

Forward-Looking Statements

This document contains forward-looking statements within the meaning of Section 21E of the Exchange Act, which are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements regarding the Company’s planned redemption of the Subordinated Notes, as well as all statements that are not historical facts. Such forward-looking statements are subject to many risks and uncertainties, including interest rates and other general economic, business and political conditions; changes in the financial markets; changes in business plans as circumstances warrant; and the other factors identified in the Company’s most recent periodic reports and other filings with the Securities and Exchange Commission, all of which are available on the Company’s website. The Company can provide no assurance that these forward-looking statements will be achieved, and actual results could differ materially from those suggested by such forward-looking statements. The Company does not undertake to update its forward-looking statements unless otherwise required by the federal securities laws. The Company expressly disclaims any undertaking to release publicly any updates or revisions to any statements to reflect any change in the Company’s expectations or any change of events, conditions, or circumstances on which any such statement is based.

SignatureS

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: September 2, 2025	Midland States Bancorp, Inc.
	By:	/s/ Eric T. Lemke
		Eric T. Lemke
		Chief Financial Officer