Form 4: Midland States Bancorp CAO Spring Reports Stock Transactions

Midland States Bancorp's Chief Accounting Officer, Donald J. Spring, reported the acquisition of 4,000 common shares and disposition of 313 shares for tax purposes.

Summary

• Donald J. Spring, Chief Accounting Officer of Midland States Bancorp, Inc. (MSBI), reported recent transactions in company securities.
• On October 31, 2025, 114 shares of common stock were disposed of at $14.64 per share.
• On November 1, 2025, an additional 199 shares of common stock were disposed of at $14.64 per share. These dispositions were likely for tax withholding purposes related to equity awards.
• On November 3, 2025, 4,000 shares of common stock were acquired at $14.64 per share, identified as a Restricted Stock Award (RSA) with a 4-year, 25% vesting schedule.
• Following these transactions, Spring beneficially owns 9,386 shares of common stock directly and 1,600 Series A Preferred Depositary Shares directly.
• Spring also holds options to buy 1,403 shares of common stock at an exercise price of $28.59, which vest in four equal annual installments beginning one year after the grant date and expire on November 16, 2026.
• Additionally, Spring holds options to buy 5,198 shares of common stock at an exercise price of $28.43, which vest in four equal annual installments beginning one year after the October 31, 2022 grant date and expire on October 31, 2032.

Sentiment

Score: 7

Explanation: The acquisition of 4,000 shares through a Restricted Stock Award, significantly increasing the insider's direct common stock holdings, suggests a positive outlook from management, despite minor dispositions for tax purposes.

Positives

• Acquisition of 4,000 shares of common stock through a Restricted Stock Award, indicating continued equity participation and alignment with shareholder interests.
• The acquisition increases the Chief Accounting Officer's direct beneficial ownership of common stock from 5,386 shares to 9,386 shares.

Negatives

• Disposition of 313 shares of common stock (114 shares on October 31, 2025, and 199 shares on November 1, 2025) at $14.64 per share, likely for tax withholding, reduces direct common stock holdings.

Future Outlook

NA

Industry Context

This filing is an insider transaction report, which is specific to an individual's holdings and does not typically provide broader industry context.

Corporate Governance

Stakeholder Impact

• Shareholders: The acquisition of shares by a key executive may be viewed positively, signaling management's confidence in the company's performance and aligning their interests with shareholders.
• Employees: The Restricted Stock Award and stock options are part of executive compensation, which can motivate performance.

Next Steps

• Continued vesting of the 4,000 Restricted Stock Award shares over a 4-year schedule.
• Continued vesting of the 1,403 and 5,198 stock options in equal annual installments.

Key Dates

Recommendation

The filing reports routine insider transactions, primarily an equity award and tax-related dispositions. While the acquisition of shares by a key executive is generally a positive signal, these are part of compensation and do not represent open market purchases or sales that would typically drive a strong 'buy' or 'sell' recommendation. The information is not significant enough to warrant a change in investment thesis based solely on this filing.

Keywords

Midland States Bancorp, MSBI, Donald J. Spring, Chief Accounting Officer, Form 4, insider trading, stock options, restricted stock award, common stock, beneficial ownership, SEC filing