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  4. [Form 4] Midland States Bancorp, Inc. Insider Trading Activity

Midland States Bancorp insider tax-withholding transactions reported

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Midland States Bancorp (MSBI) insider activity: The President of Midland States Bank reported automatic share dispositions to cover tax withholding (Transaction Code F). On 11/06/2025, 954 common shares were withheld at $15.97. On 11/07/2025, 894 common shares were withheld at $16.01. Following these transactions, beneficial ownership was 77,211.47 common shares.

The filer also reports outstanding stock options: an option to buy 29,133 shares at $28.43 expiring 10/31/2032 and an option to buy 5,341 shares at $28.59 expiring 11/16/2026, with vesting in four equal annual installments from their respective grant anniversaries.

Positive

  • None.

Negative

  • None.
Insider Mefford Jeffrey S.
Role President
Type Security Shares Price Value
Tax Withholding Common Stock 894 $16.01 $14K
Tax Withholding Common Stock 954 $15.97 $15K
holding Option (right to buy) -- -- --
holding Option (right to buy) -- -- --
Holdings After Transaction: Common Stock — 77,211.47 shares (Direct); Option (right to buy) — 29,133 shares (Direct)
Footnotes (1)
  1. These options vest in four equal annual installments beginning one year after the 10/31/2022 date of grant. These options vest in four equal annual installments beginning one year after the 11/16/2016 date of grant.
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Form 4 Insider Transactions: What Each Field Means →
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*
Mefford Jeffrey S.
(Last) (First) (Middle)
1201 NETWORK CENTRE DR.
(Street)
EFFINGHAM IL 62401
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Midland States Bancorp, Inc. [ MSBI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President Midland States Bank
3. Date of Earliest Transaction (Month/Day/Year)
11/06/2025
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 11/06/2025 F 954 D $15.97 78,105.47 D
Common Stock 11/07/2025 F 894 D $16.01 77,211.47 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
Option (right to buy) $28.43 (1) 10/31/2032 Common Stock 29,133 29,133 D
Option (right to buy) $28.59 (2) 11/16/2026 Common Stock 5,341 5,341 D
Explanation of Responses:
1. These options vest in four equal annual installments beginning one year after the 10/31/2022 date of grant.
2. These options vest in four equal annual installments beginning one year after the 11/16/2016 date of grant.
Remarks:
/s/Mefford Jeffrey S 11/10/2025
/s/Nathan D. Sturycz, attorney-in-fact 11/10/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did MSBI disclose in this Form 4?

The President of Midland States Bank reported two tax-withholding transactions (Code F) involving common stock on 11/06/2025 and 11/07/2025.

How many MSBI shares were withheld and at what prices?

954 shares at $15.97 on 11/06/2025 and 894 shares at $16.01 on 11/07/2025.

What is the insider’s MSBI share ownership after these transactions?

Beneficial ownership is 77,211.47 common shares after the reported transactions.

What MSBI derivative holdings are reported?

Options to buy 29,133 shares at $28.43 expiring 10/31/2032 and 5,341 shares at $28.59 expiring 11/16/2026.

How do the MSBI options vest?

Each grant vests in four equal annual installments beginning one year after its grant date (10/31/2022 and 11/16/2016, respectively).

What does Transaction Code F indicate for MSBI stock?

Code F indicates shares were disposed of to satisfy tax withholding obligations related to equity awards.