Form 4: Midland States Bancorp Director Jerry L. McDaniel Reports Future Stock Acquisition and Increased Holdings

Midland States Bancorp, Inc. Director Jerry L. McDaniel has filed a Form 4 detailing a future acquisition of common stock and common share equivalents, along with his updated beneficial ownership.

Summary

• Director Jerry L. McDaniel reported the acquisition of 2,598 shares of Midland States Bancorp, Inc. common stock at a price of $17.32 per share, effective June 30, 2025, as an annual director stock award with immediate vesting.
• An additional 640.757 common share equivalents were acquired at $17.88 per equivalent on June 30, 2025, through the reinvestment of dividends received on common share equivalents held in the Deferred Director Compensation Plan (DDCP).
• These common share equivalents fully vested on the transaction date and become payable upon termination of service as a director.
• The filing also notes 2,060 restricted stock units acquired under the 2019 Long-Term Incentive Plan and deferred under the DDCP, which vested on March 31, 2020.
• Following these transactions, Mr. McDaniel's direct beneficial ownership of common stock is 8,258 shares.
• Indirect beneficial ownership includes 13,000 common stock shares through Four Diamond Capital LLC, 2,660 shares by one daughter, 2,660 shares by another daughter, 3,360 shares by his son, 89,283 common stock shares and 20,000 depositary shares through the Jerry L McDaniel Revocable Trust.
• Total derivative securities beneficially owned include 35,537.4788 common share equivalents and 2,060 restricted stock units.
• The transaction is made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged purchase.

Sentiment

Score: 5

Explanation: The document is a routine insider transaction report, which is neutral in sentiment. The acquisition of shares by a director is generally a positive signal, but it's a standard compensation component.

Positives

• The acquisition of 2,598 shares of common stock by Director Jerry L. McDaniel, as an annual director stock award, indicates continued alignment of director interests with shareholder value.
• The reinvestment of dividends into common share equivalents further demonstrates the director's commitment and confidence in the company's long-term prospects.

Future Outlook

The document primarily reports a future, pre-planned transaction (June 30, 2025) under a Rule 10b5-1(c) plan, reflecting a routine director stock award and dividend reinvestment. It does not provide forward-looking statements or guidance regarding the company's financial performance or strategic direction.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction, common across all publicly traded companies. It reflects a director's compensation structure and personal investment decisions rather than broader industry trends or competitive positioning.

Corporate Governance

Related Party Transactions

• Director Jerry L. McDaniel reported indirect beneficial ownership of 13,000 common stock shares through Four Diamond Capital LLC.
• Indirect beneficial ownership also includes 2,660 common stock shares held by one daughter, 2,660 common stock shares held by another daughter, and 3,360 common stock shares held by his son.
• Additionally, 89,283 common stock shares and 20,000 depositary shares are held indirectly through the Jerry L McDaniel Revocable Trust.
• The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Stakeholder Impact

• Shareholders: The report provides transparency into a director's equity holdings and compensation, which can be viewed as a positive signal of alignment between management and shareholder interests.

Key Dates

Keywords

Midland States Bancorp, MSBI, SEC Form 4, Insider Trading, Director Stock Award, Beneficial Ownership, Equity Acquisition, Common Stock, Dividend Reinvestment, Restricted Stock Units, Corporate Governance, Financial Reporting