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

Rhea-AI Filing Summary

Jerry L. McDaniel, a director of Midland States Bancorp, Inc. (MSBI), reported changes in beneficial ownership on 09/30/2025. The filing discloses dividend reinvestment that yielded 693.4525 common share equivalents at an indicated per-share equivalent value of $17.35, increasing the reported common share equivalents to 36,230.9313 (direct). The report also shows 2,060 restricted stock units held directly and immediately vested RSUs noted in the explanations. Non-derivative holdings include multiple indirect positions (for family entities and a revocable trust) and a direct disposition of 8,258 shares. The reporting person signed the form on 10/01/2025.

Positive

• Dividend reinvestment increased the reporting person's common share equivalents by 693.4525
• Restricted stock units of 2,060 are recorded and noted as vested or with immediate vesting in explanations
• Timely and properly signed filing (signed 10/01/2025)

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine director activity—dividend reinvestment and vested RSUs slightly increase direct holdings.

This Form 4 documents standard, non-disruptive changes: dividend reinvestment produced 693.4525 common share equivalents at an indicated $17.35 equivalent price and restricted stock units totaling 2,060 are recorded as direct holdings. Holdings are a mix of indirect family/trust positions and direct ownership; no large open-market purchases or sales are reported. For investors, this is a routine disclosure of compensation and dividend reinvestment mechanics rather than a signal of material corporate change.

Corporate Governance Expert

TL;DR: Disclosure aligns with expected director compensation and deferred plan mechanics; no governance red flags.

The filing includes a standard disclaimer of beneficial ownership for certain indirect holdings and documents RSU vesting and dividend reinvestment under the DDCP (deferred directors’ compensation plan). The mix of direct and indirect holdings (family LLC, trust, children) is typical for long-tenured insiders. Signatures indicate timely filing. There are no indications of unusual transactions or immediate disposition that would raise governance concerns.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

McDaniel Jerry L.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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								13,000(1)	I	Four Diamond Capital LLC
Common Stock								2,660(1)	I	By Daughter
Common Stock								2,660(1)	I	By Daughter
Common Stock								3,360(1)	I	By Son
Common Stock								89,283	I	Jerry L McDaniel Revocable Trust
Common Stock(2)								8,258	D
Depositary shares								20,000	I	Jerry L McDaniel Revocable 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
Common Share Equivalent	(3)	09/30/2025		A		693.4525		(3)	(3)	Common Stock	693.4525	$17.35(4)	36,230.9313	D
Restricted Stock Unit	(5)							(5)	(5)	Common Stock	2,060		2,060	D

Explanation of Responses:

1. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose

2. RSU with Immediate vesting schedule

3. Each common stock equivalent is the economic equivalent of one share of common stock.

4. Represents common share equivalents acquired by the reporting person in the DDCP pursuant to the reinvestment of dividends received during the quarter on common share equivalents held in the DDCP by the reporting person at the time such dividend was paid on the underlying shares. Common share equivalents received for dividend reinvestments fully vested on the transaction date listed above and become payable upon termination of service as a director.

5. Represents restricted stock units acquired by the reports person under the 2019 Long-Term Incentive Plan and deferred under the DDCP on the grant date. Each restricted stock unit is the contingent right to receive one share of Issuer common stock. Restricted stock units will fully vest on March 31, 2020 and vested shares will be delivered to the reporting person based on the terms of the DDCP and the reporting persons distribution elections thereunder.

Remarks:

	/s/McDaniel Jerry L	10/01/2025
	/s/Nathan D. Sturycz, attorney-in-fact	10/01/2025
	** 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 did Jerry L. McDaniel report on Form 4 for MSBI?

The filing reports dividend reinvestment of 693.4525 common share equivalents, 2,060 restricted stock units, various indirect holdings and a direct disposition of 8,258 shares.

When were the transactions reported on the MSBI Form 4 executed?

The transactions are dated 09/30/2025 and the Form 4 was signed on 10/01/2025.

What price is associated with the common share equivalents acquired?

The filing shows an indicated common share equivalent amount reflecting $17.35 per common share equivalent for the dividend reinvestment.

Are the reported restricted stock units (RSUs) vested?

Explanations state RSUs have an immediate vesting schedule for certain items and other RSUs referenced will fully vest per the plan terms.

Does the Form 4 show indirect holdings for family or trusts?

Yes. The report lists indirect holdings through Four Diamond Capital LLC, the reporting person's daughter, son, and the Jerry L McDaniel Revocable Trust.