Midland States Bancorp Form 4: Spring disposes shares, option holdings shown

Rhea-AI Filing Summary

Donald J. Spring, Chief Accounting Officer of Midland States Bancorp (MSBI), reported dispositions on 08/05/2025. He sold 53 common shares at $16.71, leaving 5,699 common shares beneficially owned after the transaction. The filing also shows a disposition of 1,600 Series A preferred depositary shares.

The report lists outstanding stock options: 1,403 options exercisable 11/16/2026 at $28.59 and 5,198 options exercisable 10/31/2032 at $28.43, with vesting in four equal annual installments as noted.

Positive

• Filing discloses detailed option vesting schedules and exercisable dates

Negative

• Officer disposed of 53 common shares at $16.71 and 1,600 Series A preferred depositary shares

Insights

Financial Analyst

TL;DR: Small insider dispositions reported; ownership and option schedules disclosed without large stake changes.

The filing shows Donald J. Spring, the companys Chief Accounting Officer, disposed of a modest number of common shares (53) at $16.71 and 1,600 Series A preferred depositary shares. After the sale he beneficially owns 5,699 common shares. The report also details two option grants totaling 6,601 options with exercisable dates in 2026 and 2032 and explicit vesting schedules. From a financial perspective, the transactions reported are small in absolute share count and the filing provides clear detail on outstanding equity and vesting.

Corporate Governance Expert

TL;DR: Officer sale disclosed alongside clear option vesting information; filing reflects routine insider reporting and transparency.

The Form 4 identifies the reporting person as an officer (Chief Accounting Officer) and documents both non-derivative dispositions and existing derivative holdings. The filing includes exercisable option counts, exercise prices, and vesting notes, which support transparency around potential future dilution and insider incentives. No departures, new grants dated in the filing, or other governance actions are disclosed beyond the listed dispositions and option details.

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).

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^*

Spring Donald J.

(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 Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/05/2025

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	08/05/2025		D		53	D	$16.71	5,699	D
Series A Preferred Depositary Shares								1,600	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)	$28.59							(1)	11/16/2026	Common Stock	1,403		1,403	D
Option (right to buy)	$28.43							(2)	10/31/2032	Common Stock	5,198		5,198	D

Explanation of Responses:

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

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

Remarks:

	/s/Spring Donald J	08/11/2025
	/s/Nathan D. Sturycz, attorney-in-fact	08/11/2025
	** 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 transactions did MSBI insider Donald J. Spring report on the Form 4?

The Form 4 reports a disposition of 53 common shares at a price of $16.71 on 08/05/2025 and a disposition of 1,600 Series A preferred depositary shares.

How many common shares does Donald J. Spring beneficially own after the reported transaction?

After the reported disposition, the filing shows he beneficially owns 5,699 common shares.

What stock options does the filing report for Donald J. Spring?

The filing lists 1,403 options exercisable on 11/16/2026 at an exercise price of $28.59 and 5,198 options exercisable on 10/31/2032 at an exercise price of $28.43.

What is Donald J. Springs role at Midland States Bancorp as listed on the Form 4?

He is listed as an Officer with the title Chief Accounting Officer.

Does the Form 4 include vesting information for the options?

Yes, the filing notes that both option grants vest in four equal annual installments beginning one year after the date of grant for each grant as specified.