STOCK TITAN

Midland States (MSBI) CEO amends Form 4 to correct ESPP stock purchase

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

Rhea-AI Filing Summary

Midland States Bancorp, Inc. president and CEO Jeffrey G. Ludwig reported an amended insider transaction reflecting a corrected share amount acquired through the company’s Employee Stock Purchase Plan. He received 1,312 shares of common stock at $19.05 per share for the calendar quarter.

After this grant/award acquisition, his directly held common stock position increased to 400,971.432 shares. The amendment states the original report inadvertently showed an incorrect share amount, while all other information related to this plan-based acquisition remains unchanged.

Positive

  • None.

Negative

  • None.

Insights

Routine ESPP correction and small CEO share acquisition.

The filing shows CEO Jeffrey G. Ludwig acquired 1,312 shares of Midland States Bancorp common stock at $19.05 per share through the Employee Stock Purchase Plan. This is classified as a grant/award acquisition, not an open-market purchase.

The amendment’s purpose is to correct the number of ESPP shares previously reported, with all other details unchanged. Following this correction, Ludwig directly holds 400,971.432 shares, indicating the transaction is small relative to his total stake and appears to be routine plan participation.

Insider Ludwig Jeffrey G.
Role President & CEO
Type Security Shares Price Value
Grant/Award Common Stock 1,312 $19.05 $25K
Holdings After Transaction: Common Stock — 400,971.432 shares (Direct)
Footnotes (1)
  1. This Form is being filed to correct the number of shares reported as acquired under the issuer's Employee Stock Purchase Plan. The original filing inadvertently reported an incorrect share amount. All other information remains unchanged Represents shares acquired by the reporting person through contributions to the Employee Stock Purchase Plan of the Issuer (ESPP). for the calendar quarter. Pursuant to the ESPP, the price used for each quarterly purchase is the lower of 90% of the fair market of the Issuers shares on the first day of the calendar quarter or the closing price of the shares on the last day of the quarter.
ESPP shares acquired 1,312 shares Common stock acquired on 2026-03-31 under ESPP
ESPP purchase price $19.05 per share Price used for the quarterly ESPP purchase
Shares held after transaction 400,971.432 shares Direct common stock ownership after ESPP acquisition
Acquire transactions in filing 1 acquisition Transaction summary acquireCount
Reported buy transactions 0 buys Transaction summary buyCount
Reported sell transactions 0 sells Transaction summary sellCount
Employee Stock Purchase Plan financial
"Represents shares acquired by the reporting person through contributions to the Employee Stock Purchase Plan of the Issuer (ESPP)."
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
ESPP financial
"Pursuant to the ESPP, the price used for each quarterly purchase is the lower of 90% of the fair market..."
An Employee Stock Purchase Plan (ESPP) is a company program that lets employees buy the company’s shares at a reduced price, usually by setting aside a small portion of their pay over time. It matters to investors because it encourages employees to own part of the business—like giving staff a discounted membership— which can boost commitment and performance, while also potentially increasing the number of shares available and affecting shareholder value.
grant/award acquisition financial
"transaction_action: "grant/award acquisition""
Form 4/A regulatory
"This Form is being filed to correct the number of shares reported as acquired..."
Form 4/A is an amended filing that corrects or updates an earlier Form 4, the mandatory report that insiders (like company executives, directors, or large shareholders) must file when their ownership stakes change. Think of it as an edited receipt showing who bought or sold stock and when; investors use it to track insider confidence, detect potential conflicts, and spot trading patterns that might signal future company prospects.
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)
03/31/2026
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)
04/02/2026
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 Stock03/31/2026A1,312(1)A$19.05(2)400,971.432D
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
Explanation of Responses:
1. This Form is being filed to correct the number of shares reported as acquired under the issuer's Employee Stock Purchase Plan. The original filing inadvertently reported an incorrect share amount. All other information remains unchanged
2. Represents shares acquired by the reporting person through contributions to the Employee Stock Purchase Plan of the Issuer (ESPP). for the calendar quarter. Pursuant to the ESPP, the price used for each quarterly purchase is the lower of 90% of the fair market of the Issuers shares on the first day of the calendar quarter or the closing price of the shares on the last day of the quarter.
Remarks:
/s/Ludwig Jeffrey G04/01/2026
/s/Nathan D. Sturycz, attorney-in-fact04/01/2026
** 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 insider transaction did MSBI CEO Jeffrey G. Ludwig report in this Form 4/A?

Jeffrey G. Ludwig reported an amended acquisition of 1,312 shares of Midland States Bancorp common stock. The shares were obtained through the company’s Employee Stock Purchase Plan for the calendar quarter, with the amendment correcting an earlier, incorrectly reported share amount.

At what price were the MSBI shares acquired under the Employee Stock Purchase Plan?

The shares were acquired at $19.05 per share under Midland States Bancorp’s Employee Stock Purchase Plan. The plan uses the lower of 90% of the fair market value on the first day of the quarter or the closing price on the last day of the quarter.

How many Midland States Bancorp shares does the CEO hold after this ESPP acquisition?

After the Employee Stock Purchase Plan acquisition, Jeffrey G. Ludwig directly holds 400,971.432 shares of Midland States Bancorp common stock. This figure reflects his total direct ownership following the corrected grant/award transaction reported in the amended Form 4/A.

Why was this Midland States Bancorp Form 4/A filed as an amendment?

The Form 4/A was filed to correct the number of shares previously reported as acquired under the Employee Stock Purchase Plan. The company notes the original filing inadvertently listed an incorrect share amount, while all other information remains unchanged.

What is the nature of the MSBI CEO’s transaction under the Employee Stock Purchase Plan?

The transaction is a grant/award acquisition coded “A,” categorized as an acquisition rather than an open-market trade. The shares were accumulated through contributions to Midland States Bancorp’s Employee Stock Purchase Plan for the quarter, following the plan’s established pricing formula.

Does this Midland States Bancorp Form 4/A show any insider share sales?

No insider sales are reported in this filing. The transaction summary shows one acquisition and zero sales, gifts, exercises, or tax-withholding dispositions, indicating only a routine Employee Stock Purchase Plan share acquisition by the CEO for the calendar quarter.