Welcome to our dedicated page for Midland States SEC filings (Ticker: MSBI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Midland States Bancorp, Inc. filings document the regulatory record of an Illinois financial holding company with Nasdaq-listed common stock and depositary shares representing interests in its Series A preferred stock. Current reports record quarterly results, Regulation FD presentations, dividend declarations, stock repurchase authorizations and securities information for MSBI and MSBIP.
Proxy and annual-meeting materials cover director elections, advisory compensation votes, auditor ratification and shareholder voting results. Other filings disclose board composition, officer changes, capital-return actions and formal governance matters at the holding company and Midland States Bank subsidiary.
Midland States Bancorp, Inc. reported receiving an expected notice from Nasdaq on August 19, 2025 stating the company is not in compliance with Listing Rule 5250(c)(1) because it has not yet filed its Quarterly Report on Form 10-Q for the period ended June 30, 2025. The notice does not immediately affect the listing or trading of its common stock or depositary shares on the Nasdaq Global Select Market.
The company has until October 18, 2025 to submit a plan to regain compliance, and Nasdaq may grant up to February 26, 2026 to fully comply. The delay in the June 30, 2025 Form 10-Q filing stems from previously disclosed restatements that also pushed back the Form 10-K for the year ended December 31, 2024 and the Form 10-Q for the period ended March 31, 2025. Midland States Bancorp states it intends to file the June 30, 2025 Form 10-Q and regain compliance as soon as practicable.
Midland States Bancorp, Inc. is unable to file its Quarterly Report on Form 10-Q for the period ended June 30, 2025 within the prescribed time due to a previously disclosed restatement that affects its financial statements for multiple periods. The company notes prior delays in filing its annual report and prior quarter report and states it does not expect to meet the five-calendar-day extension; it plans to file as soon as practicable.
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.
Midland States Bancorp reported a sharp quarterly reversal: a net loss of $140.974 million for the three months ended March 31, 2025, versus net income of $22.663 million a year earlier. The loss was driven primarily by a $153.977 million goodwill impairment recorded in the Banking reporting unit. Core net interest income was $58.29 million, roughly stable versus prior year, after paying $41.07 million of interest expense.
Balance sheet items weakened modestly: total assets were $7.285 billion, down from $7.507 billion, driven by $260.8 million lower deposits ($5.936 billion) and a lower loan balance of $5.018 billion. The allowance for credit losses on loans was $105.176 million and the provision for credit losses was $10.85 million. Book shareholders' equity fell to $571.437 million. Management stated the goodwill impairment did not affect regulatory capital ratios or liquidity.
Midland States Bancorp (Nasdaq: MSBI) filed an 8-K summarizing the 4 Aug 2025 annual shareholder meeting.
- Director election: Class III directors R. Dean Bingham, Jerry L. McDaniel and Jeffrey M. McDonnell were re-elected for terms ending 2028. Support levels were 71.0%, 59.4% and 81.3%, respectively.
- Say-on-pay: The advisory resolution on executive compensation passed with 13.4 m votes for (86.0%) versus 1.6 m against.
- Say-on-frequency: 83.6% of shares preferred an annual vote on compensation, aligning with the board’s stance.
- Auditor: Crowe LLP was ratified as independent auditor for FY 2025 with 97.5% support (16.9 m for; 0 broker non-votes).
No financial results, strategic transactions or capital actions were disclosed. Aside from notable 40% opposition to Director McDaniel, the proposals passed comfortably, suggesting overall but not unanimous shareholder confidence. Market impact should be minimal unless governance concerns over dissent gain traction.
Midland States Bancorp, Inc. (Nasdaq: MSBI) filed an 8-K to announce new dividend actions approved by its Board on 5 Aug 2025.
- Common stock: quarterly cash dividend of $0.32 per share, payable 22 Aug 2025 to holders of record 15 Aug 2025.
- Preferred stock (Series A, 7.75% fixed-rate reset): cash dividend of $0.4844 per depositary share (each represents 1/40 of a preferred share), payable 30 Sep 2025 to holders of record 15 Sep 2025.
The filing contains no other material events, financial results, or strategic developments. Exhibit 99.1 provides the related press release; no financial statements were included.