STOCK TITAN

Midland States Bancorp (MSBI) director adds RSUs and deferred common share equivalents

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

Rhea-AI Filing Summary

Bingham Richard Dean reported acquisition or exercise transactions in this Form 4 filing.

Midland States Bancorp director Richard Dean Bingham reported new equity-based awards and updated his holdings. He received 1,445 Restricted Stock Units tied to Midland States Bancorp common stock and 393.1 common share equivalents credited under the company’s Directors Deferred Compensation Plan through dividend reinvestment.

After these awards, Bingham holds Midland States Bancorp securities in several forms, including common stock held directly and indirectly through an entity named Agracel, Inc. and an IRA, 4,000 Series A Preferred Depositary Shares, and increased balances of RSUs and deferred common share equivalents that are economically equivalent to common stock and generally become payable when his board service ends.

Positive

  • None.

Negative

  • None.
Insider Bingham Richard Dean
Role null
Type Security Shares Price Value
Grant/Award Common Share Equivalent 393.1 $26.55 $10K
Grant/Award Restricted Stock Unit 1,445 $31.14 $45K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Series A Preferred Depositary Shares -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Share Equivalent — 23,128.92 shares (Direct, null); Restricted Stock Unit — 11,324.106 shares (Direct, null); Common Stock — 27,700 shares (Direct, null); Common Stock — 1,000 shares (Indirect, IRA); Series A Preferred Depositary Shares — 4,000 shares (Direct, null)
Footnotes (1)
  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 Represents common share equivalents held pursuant to Directors Deferred Compensation Plan as of the date of this form. Each common share equivalent is the economic equivalent of one share of common stock. Common stock equivalents become payable upon the reporting persons termination of service as a director. 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. Each common stock equivalent is the economic equivalent of one share of common stock.
RSU grant 1,445 units at $31.14 Restricted Stock Unit grant on common stock
RSUs after grant 11,324.106 units Total Restricted Stock Units following transaction
New common share equivalents 393.1 units at $26.55 Dividend reinvestment award in DDCP
Common share equivalents after 23,128.9203 units Total DDCP common share equivalents post-transaction
Direct common stock 27,700 shares Common Stock held directly following transaction
Indirect common via Agracel, Inc. 42,554 shares Common Stock held indirectly through Agracel, Inc.
Indirect IRA common stock 1,000 shares Common Stock held indirectly in IRA
Series A Preferred Depositary Shares 4,000 shares Preferred depositary shares held directly
Restricted Stock Unit financial
"The filing shows a grant of 1,445 Restricted Stock Units tied to common stock."
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 held pursuant to Directors Deferred Compensation Plan."
Directors Deferred Compensation Plan financial
"Represents common share equivalents held pursuant to Directors Deferred Compensation Plan as of the date of this form."
A directors deferred compensation plan lets a board member postpone receiving part or all of their cash fees or stock-based pay until a future date, often retirement, allowing taxes to be delayed and payouts to be structured over time. Investors care because these plans change a company’s future cash obligations and reveal how the board’s pay is aligned with long-term performance—like choosing to take a paycheck later to tie personal reward to the company’s future results.
Series A Preferred Depositary Shares financial
"Security title includes Series A Preferred Depositary Shares held directly."
pecuniary interest financial
"The reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein."
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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*
Bingham Richard Dean

(Last)(First)(Middle)
1201 NETWORK CENTRE DRIVE

(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 Stock27,700D
Common Stock1,000(1)IIRA
Series A Preferred Depositary Shares4,000D
Common Stock42,554(1)IAgracel, Inc
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 Equivalent(2)06/30/2026A393.1 (2) (2)Common stock393.1$26.55(3)23,128.9203D
Restricted Stock Unit(4)06/30/2026A1,445 (4) (4)Common Stock1,445$31.1411,324.106D
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. Represents common share equivalents held pursuant to Directors Deferred Compensation Plan as of the date of this form. Each common share equivalent is the economic equivalent of one share of common stock. Common stock equivalents become payable upon the reporting persons termination of service as a director.
3. 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.
4. Each common stock equivalent is the economic equivalent of one share of common stock.
Remarks:
/s/Bingham, R. Dean07/01/2026
/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 Midland States Bancorp (MSBI) director Richard Dean Bingham acquire in this Form 4?

Director Richard Dean Bingham acquired 1,445 Restricted Stock Units and 393.1 common share equivalents tied to Midland States Bancorp common stock. These awards are compensation-related grants and dividend reinvestments, increasing his equity-based interest without any reported open-market stock purchases or sales.

How many Midland States Bancorp RSUs does Richard Dean Bingham hold after this filing?

After the reported grant, Richard Dean Bingham holds 11,324.106 Restricted Stock Units in total. Each RSU represents the right to receive one share of Midland States Bancorp common stock, generally delivered in the future subject to the company’s award terms and his continued service.

What are the common share equivalents reported for MSBI’s Richard Dean Bingham?

Bingham’s filing shows 23,128.9203 common share equivalents in the Directors Deferred Compensation Plan. Each common share equivalent is economically equal to one share of common stock and becomes payable in stock or cash when his service as a director ends, per plan terms.

How does Richard Dean Bingham hold Midland States Bancorp common stock directly and indirectly?

Bingham reports direct and indirect holdings of Midland States Bancorp common stock, including shares held personally, through an IRA, and through an entity named Agracel, Inc. A footnote states he disclaims beneficial ownership of some indirectly held shares beyond his pecuniary interest.

What Series A Preferred Depositary Shares does Richard Dean Bingham report at MSBI?

The Form 4 shows Bingham holding 4,000 Series A Preferred Depositary Shares of Midland States Bancorp directly. These preferred depositary shares are a separate class of securities from common stock and form part of his overall ownership reported in the filing.

How were the new common share equivalents for Richard Dean Bingham at MSBI created?

The filing notes the 393.1 new common share equivalents were acquired through dividend reinvestment in the Directors Deferred Compensation Plan. Dividends paid on existing equivalents were automatically reinvested, increasing his deferred balance and fully vesting on the transaction date.