Midland States Bancorp CFO updates holdings; options disclosed

Rhea-AI Filing Summary

Midland States Bancorp (MSBI) reported insider activity by its Chief Financial Officer, Eric Lemke. On 11/06/2025 and 11/07/2025, two transactions with code F were filed: 641 shares at $15.97 and 573 shares at $16.01, respectively. Following these, the CFO directly owns 42,119 shares.

The filing also lists an outstanding option to buy 19,173 shares at an exercise price of $28.43, expiring on 10/31/2032, with vesting in four equal annual installments beginning one year after the 10/31/2022 grant date.

Insights

Insider transactions analyst

Routine Form 4 with small F-code transactions; neutral.

The CFO recorded two Form 4 entries using transaction code F on 11/06/2025 and 11/07/2025, covering 641 and 573 shares at $15.97 and $16.01. After these entries, direct holdings are 42,119 shares. Code F typically denotes administrative equity withholding mechanics under compensation plans.

The filing also notes an option for 19,173 shares at an exercise price of $28.43, expiring 10/31/2032, vesting annually over four years from the 10/31/2022 grant. These are standard equity comp details and do not, by themselves, signal a change in outlook.

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^*

Lemke Eric

(Last) (First) (Middle)

1201 NETWORK CENTRE DRIVE

(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)
	Chief Financial Officer

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		641	D	$15.97	42,692	D
Common Stock	11/07/2025		F		573	D	$16.01	42,119	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	19,173		19,173	D

Explanation of Responses:

1. These options vest in four equal annual installments beginning one year after the 10/31/2022 date of grant.

Remarks:

	/s/Lemke Eric	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.

FAQ

What insider transactions did MSBI’s CFO report?

Two F-code transactions: 641 shares at $15.97 on 11/06/2025 and 573 shares at $16.01 on 11/07/2025.

How many MSBI shares does the CFO own after the reported transactions?

The CFO directly owns 42,119 shares after the reported transactions.

What stock options are disclosed for the MSBI CFO?

An option to buy 19,173 shares at an exercise price of $28.43, expiring on 10/31/2032.

How do the options vest for the MSBI CFO?

They vest in four equal annual installments beginning one year after the 10/31/2022 grant date.

What does transaction code F indicate on a Form 4?

Code F denotes a transaction related to equity withholding or similar administrative disposition under compensation arrangements.