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Midland States Bancorp (NASDAQ: MSBI) director gains new common share equivalents

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

Rhea-AI Filing Summary

Midland States Bancorp, Inc. director Jeffrey C. Smith acquired additional common share equivalents through dividend reinvestment in a deferred compensation plan. On the transaction date, he received 300.1630 and 319.3640 common share equivalents at reference prices of $22.97 and $22.31, which are economically equal to common stock and fully vested immediately. After these grants, he directly holds 9,038.9202 common share equivalents, 13,126.306 Restricted Stock Units tied to common stock, and 34,109 shares of common stock.

Positive

  • None.

Negative

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Insider Smith Jeffrey C.
Role Director
Type Security Shares Price Value
Grant/Award Common Share Equivalent 300.163 $22.97 $7K
Grant/Award Common Share Equivalent 319.364 $22.31 $7K
holding Restricted Stock Unit -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Share Equivalent — 8,719.556 shares (Direct); Restricted Stock Unit — 13,126.306 shares (Direct); Common Stock — 34,109 shares (Direct)
Footnotes (1)
  1. Each common stock equivalent is the economic equivalent of one share of common stock. 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.
Common share equivalents acquired (lot 1) 300.1630 units at $22.97 Dividend reinvestment grant on common share equivalents
Common share equivalents acquired (lot 2) 319.3640 units at $22.31 Dividend reinvestment grant on common share equivalents
Common share equivalents after transactions 9,038.9202 units Total common share equivalents directly held after grants
Restricted Stock Units underlying shares 13,126.3060 shares Underlying common stock for RSUs directly held
Common stock directly owned 34,109 shares Direct common stock holdings after reported transactions
Exercise price of RSUs $0.0000 Restricted Stock Units with zero exercise price
Common Share Equivalent financial
"Each common stock equivalent is the economic equivalent of one share of common stock."
DDCP financial
"Represents common share equivalents acquired by the reporting person in the DDCP pursuant to the reinvestment of dividends"
Restricted Stock Unit financial
"Restricted Stock Unit underlying 13,126.3060 shares of Common Stock with exercise price 0.0000"
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.
Form 4 Insider Transactions: What Each Field Means →
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*
Smith Jeffrey C.
(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
Officer (give title below)Other (specify below)
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)

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 Stock34,109D
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(1)03/31/2026A300.163 (1) (1)Common Stock300.163$22.97(2)8,719.5562D
Common Share Equivalent(1)03/31/2026A319.364 (1) (1)Common Stock319.364$22.319,038.9202D
Restricted Stock Unit(1) (1) (1)Common Stock13,126.30613,126.306D
Explanation of Responses:
1. Each common stock equivalent is the economic equivalent of one share of common stock.
2. 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.
Remarks:
/s/Smith Jeffrey C04/01/2026
/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)

Source: View Original Filing on SEC EDGAR

FAQ

What did MSBI director Jeffrey C. Smith report in this Form 4?

Jeffrey C. Smith reported of Midland States Bancorp, Inc. through a deferred compensation plan. These units arose from reinvested dividends and are economically equivalent to common stock, adding to his existing equity-based holdings in the company.

How many common share equivalents did Jeffrey C. Smith acquire in MSBI?

He acquired 300.1630 and 319.3640 common share equivalents on the same date via dividend reinvestment. Each common share equivalent is the economic equivalent of one share of common stock, increasing his deferred equity exposure to Midland States Bancorp, Inc.

What are common share equivalents in Midland States Bancorp’s DDCP?

Common share equivalents are economic equivalents of MSBI common stock credited under a deferred compensation plan. They track the value of actual shares, arise here from dividend reinvestment, fully vest on the transaction date, and become payable when the director’s service ends.

What are Jeffrey C. Smith’s derivative holdings in MSBI after this filing?

Following these transactions, he holds 9,038.9202 common share equivalents and 13,126.306 Restricted Stock Units, both tied to Midland States Bancorp common stock. These positions represent deferred and restricted equity that convert into shares or cash under plan terms.

How many Midland States Bancorp common shares does Jeffrey C. Smith directly own?

The filing shows he directly owns 34,109 shares of common stock in Midland States Bancorp, Inc. This direct ownership is separate from his common share equivalents and Restricted Stock Units, which are deferred or restricted equity interests referenced to the same common stock.

How were the new MSBI common share equivalents for Jeffrey C. Smith created?

The new units came from dividend reinvestment within the company’s DDCP. Dividends paid on underlying shares created additional common share equivalents, which fully vested on the transaction date and will be settled after Jeffrey C. Smith’s service as a director ends.