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Midland States Bancorp (MSBI) CEO reports option exercise and share sale

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

On July 28, 2026, Midland States Bancorp President & CEO Jeffrey G. Ludwig exercised 8,383 stock options at $28.59 per share to receive the same number of common shares, then sold 8,383 shares at $34.0001 per share. He retains options covering 52,291 shares at an exercise price of $28.43 expiring October 31, 2032. An additional 11,569 shares are held indirectly through JQ Properties, with beneficial ownership disclaimed except to the extent of his pecuniary interest.

Positive

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Insider Ludwig Jeffrey G.
Role President & CEO
Sold 8,383 shs ($285K)
Approx. gross sale proceeds $285K
Approx. exercise cost $240K
Approx. pre-tax spread $45K
Type Security Shares Price Value
Exercise Option (right to buy) F2 8,383 $0.00 $0.00
Exercise Common Stock 8,383 $28.59 $240K
Sale Common Stock 8,383 $34.0001 $285K
holding Option (right to buy) F3 -- -- --
holding Common Stock F1 -- -- --
Holdings After Transaction: Option (right to buy) — 52,291 shares (Direct); Common Stock — 400,971.432 shares (Direct); Common Stock — 11,569 shares (Indirect, JQ Properties)
Footnotes (3)
  1. F1. 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. F2. These options vest in four equal annual installments beginning one year after the 11/16/2016 date of grant.
  3. F3. These options vest in four equal annual installments beginning one year after the 10/31/2022 date of grant.
Options exercised 8,383 shares Stock options exercised on July 28, 2026 at $28.59 per share
Option exercise price $28.59 per share Exercise price for 8,383 options converted into common stock
Shares sold 8,383 shares Common shares sold on July 28, 2026 at $34.0001 per share
Sale price $34.0001 per share Per-share price for the 8,383 common shares sold
Remaining option underlying shares 52,291 shares Underlying common shares for options at $28.43 expiring October 31, 2032
Indirectly held common shares 11,569 shares Common stock held indirectly through JQ Properties with beneficial ownership disclaimed except for pecuniary interest
Option (right to buy) financial
"Reported as security title 'Option (right to buy)' over common stock"
derivative security financial
"Transaction code M described as exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
pecuniary interest financial
"Disclaims beneficial ownership except to the extent of his pecuniary interest"
indirect ownership financial
"Shares marked as indirect ownership through JQ Properties"
Section 16 regulatory
"Not deemed an admission of beneficial ownership for purposes of Section 16"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What transactions did Midland States Bancorp (MSBI) CEO Jeffrey G. Ludwig report?

Jeffrey G. Ludwig reported exercising 8,383 stock options at $28.59 per share, acquiring 8,383 common shares, then selling 8,383 shares at $34.0001 per share on July 28, 2026. He also retains options over 52,291 underlying shares.

At what prices did MSBI’s CEO exercise options and sell shares?

He exercised 8,383 options at an exercise price of $28.59 per share and sold 8,383 Midland States Bancorp common shares at $34.0001 per share. Both transactions occurred on July 28, 2026, according to the reported data.

How many stock options does the Midland States Bancorp (MSBI) CEO still hold?

After the reported transactions, Jeffrey G. Ludwig continues to hold options over 52,291 underlying shares of common stock. These options carry an exercise price of $28.43 per share and have an expiration date of October 31, 2032.

Are any Midland States Bancorp (MSBI) shares held indirectly for Jeffrey G. Ludwig?

Yes. 11,569 common shares are held indirectly through JQ Properties. Ludwig disclaims beneficial ownership of these shares except to the extent of his pecuniary interest, as stated in the disclosure’s footnote language.

Were Jeffrey G. Ludwig’s Midland States Bancorp (MSBI) trades under a Rule 10b5-1 plan?

The disclosure indicates the Rule 10b5-1 checkbox was not marked, so these July 28, 2026 transactions were not reported as made under a Rule 10b5-1 trading plan. No pre-arranged plan status is identified in the provided data.
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*
Ludwig Jeffrey G.

(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
XOfficer (give title below)Other (specify below)
President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/28/2026
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 Stock07/28/2026M8,383A$28.59409,354.432D
Common Stock07/28/2026S8,383D$34.0001400,971.432D
Common Stock11,569(1)IJQ Properties
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
Option (right to buy)$28.5907/28/2026M8,383 (2)11/16/2026Common Stock8,383$00D
Option (right to buy)$28.43 (3)10/31/2032Common Stock52,29152,291D
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. These options vest in four equal annual installments beginning one year after the 11/16/2016 date of grant.
3. These options vest in four equal annual installments beginning one year after the 10/31/2022 date of grant.
Remarks:
/s/Nathan D. Sturycz, attorney-in-fact07/29/2026
** 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)