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Midland States (NASDAQ: MSBI) director granted stock and common share equivalents

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

Rhea-AI Filing Summary

Midland States Bancorp director Jeffrey M. McDonnell reported equity awards and updated holdings. He received a grant of 1,445 shares of common stock at $31.14 per share as an annual director stock award with immediate vesting, bringing his directly held common stock to 3,432 shares.

He also acquired 340.285 common share equivalents through dividend reinvestment in a deferred compensation plan, increasing his directly held common share equivalents to 19,118.1408, each economically equal to one common share. In addition, he holds 9,455.125 restricted stock units tied to common stock and 24,245 shares of common stock indirectly through the Jeffrey M. McDonnell Revocable Trust, for which he disclaims beneficial ownership beyond his pecuniary interest.

Positive

  • None.

Negative

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Insider McDonnell Jeffrey M
Role null
Type Security Shares Price Value
Grant/Award Common Share Equivalents 340.285 $26.55 $9K
Grant/Award Common Stock 1,445 $31.14 $45K
holding Restricted Stock Unit -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Share Equivalents — 19,118.141 shares (Direct, null); Common Stock — 3,432 shares (Direct, null); Restricted Stock Unit — 9,455.125 shares (Direct, null); Common Stock — 24,245 shares (Indirect, Jeffrey M. McDonnell Revocable Trust UA)
Footnotes (1)
  1. Annual Director Stock Award with immediate vesting schedule. 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 Each common stock equivalent is the economic equivalent of one share of common stock. 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.
Director stock award 1,445 shares at $31.14 Annual director common stock grant on June 30, 2026
Direct common shares after award 3,432 shares Common stock directly held following June 30, 2026 grant
Common share equivalents acquired 340.285 units at $26.55 Dividend reinvestment in deferred compensation plan
Common share equivalents balance 19,118.1408 units Directly held common share equivalents after transactions
Restricted stock units 9,455.125 units RSUs linked to common stock held directly
Indirect trust holdings 24,245 shares Common stock held via Jeffrey M. McDonnell Revocable Trust
Restricted Stock Unit financial
"security_title": "Restricted Stock Unit""
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
common share equivalents financial
"Represents common share equivalents acquired by the reporting person in the DDCP"
DDCP financial
"acquired by the reporting person in the DDCP pursuant to the reinvestment of dividends"
pecuniary interest financial
"disclaims beneficial ownership of these securities except to the extent of his pecuniary interest"
beneficial ownership financial
"shall not be deemed an admission of beneficial ownership of all of the reported shares"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
McDonnell Jeffrey M

(Last)(First)(Middle)
1201 NETWORK CENTRE DR.

(Street)
EFFINGHAM ILLINOIS 62401

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Midland States Bancorp, Inc. [ MSBI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/30/2026A1,445A(1)$31.143,432D
Common Stock24,245(2)IJeffrey M. McDonnell Revocable Trust UA
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Common Share Equivalents(3)06/30/2026A340.285 (3) (3)Common Stock340.285$26.55(4)19,118.1408D
Restricted Stock Unit(3) (3) (3)Common Stock9,455.1259,455.125D
Explanation of Responses:
1. Annual Director Stock Award with immediate vesting schedule.
2. 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
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.
Remarks:
/s/McDonnell Jeffrey07/01/2026
/s/Nathan D. Sturycz, attorney-in-fact07/01/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Jeffrey M. McDonnell acquire in this Midland States Bancorp (MSBI) Form 4?

Jeffrey M. McDonnell received a grant of 1,445 shares of Midland States Bancorp common stock as an annual director stock award, plus 340.285 common share equivalents through dividend reinvestment in a deferred compensation plan, both classified as compensation-related acquisitions rather than open-market purchases.

How many Midland States Bancorp (MSBI) shares does Jeffrey M. McDonnell now hold directly?

Following these transactions, Jeffrey M. McDonnell directly holds 3,432 shares of Midland States Bancorp common stock. He also directly holds 19,118.1408 common share equivalents and 9,455.125 restricted stock units that are economically or contractually linked to the company’s common stock for future settlement.

What are the indirect Midland States Bancorp (MSBI) holdings reported for Jeffrey M. McDonnell?

The Form 4 shows 24,245 shares of Midland States Bancorp common stock held indirectly through the Jeffrey M. McDonnell Revocable Trust. McDonnell disclaims beneficial ownership of these securities except to the extent of his pecuniary interest, limiting how these shares are attributed to him economically.

How are the common share equivalents for Midland States Bancorp (MSBI) created in this filing?

The common share equivalents were acquired in a deferred compensation plan through reinvestment of dividends received on existing equivalents. Each common share equivalent is the economic equivalent of one share of Midland States Bancorp common stock and becomes payable upon termination of service as a director.

What is the vesting status of Jeffrey M. McDonnell’s new Midland States Bancorp (MSBI) stock award?

The 1,445-share common stock award to Jeffrey M. McDonnell is described as an annual director stock award with an immediate vesting schedule. This means the shares were fully vested on the grant date and are not subject to a future service-based vesting period.