Form 4: Midland States Bancorp Director Robert F. Schultz Increases Stake Through Stock and Derivative Acquisitions
Insider Transaction Report
Midland States Bancorp Director Robert F. Schultz reported the acquisition of 2,598 shares of common stock and additional common share equivalents through an annual director award and dividend reinvestment.
Summary
- Director Robert F. Schultz acquired 2,598 shares of Midland States Bancorp common stock at a price of $17.32 per share on June 30, 2025, as part of an annual director stock award with immediate vesting.
- Following this transaction, direct beneficial ownership of common stock stands at 34,715 shares, including holdings through a self-directed IRA or revocable grantor trust.
- Schultz also acquired 1,897.904 common share equivalents at $17.88 each on June 30, 2025, through the reinvestment of dividends received on common share equivalents held in the Directors Deferred Compensation Plan (DDCP).
- An additional 9.815 common share equivalents were acquired at $17.32 each on June 30, 2025, held pursuant to the DDCP.
- Total direct beneficial ownership of common share equivalents following these transactions is 102,226.8371.
- Indirect beneficial ownership includes 30,153 common shares through Red Bird Investors, LLC, 37,845.688 common shares through Summit Investors, LLP, and 200,030 common shares through J.M. Schultz Investment, LLC, with beneficial ownership disclaimed except to the extent of pecuniary interest.
Sentiment
Score: 7
Explanation: The acquisition of additional shares and share equivalents by a director indicates continued alignment of interests with shareholders and confidence in the company, which is generally viewed positively.
Positives
- The acquisition of 2,598 shares of common stock by a director, Robert F. Schultz, signals confidence in Midland States Bancorp's future prospects.
- The annual director stock award has an immediate vesting schedule, providing immediate equity alignment.
- The reinvestment of dividends into common share equivalents further increases the director's stake and aligns interests with shareholders.
Future Outlook
This Form 4 filing details past insider transactions and does not provide any forward-looking statements or guidance regarding the company's future performance or strategic outlook.
Industry Context
This filing is an insider transaction report, which provides specific details about a director's equity holdings and recent acquisitions. It does not offer insights into broader industry trends or competitive landscape, focusing solely on individual beneficial ownership changes within Midland States Bancorp.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Policy | Annual Director Stock Award with immediate vesting schedule, resulting in the acquisition of 2,598 shares of common stock by Director Robert F. Schultz. | 06/30/2025 | Aligns director's financial interests with shareholder value by increasing equity ownership and incentivizing long-term performance. |
| Compliance Procedure | Granting of Power of Attorney to Douglas J. Tucker by Robert F. Schultz for Section 16 filings (Forms 3, 4, and 5) with the SEC. | 02/02/2016 | Streamlines regulatory compliance for insider trading reporting, ensuring timely and accurate disclosure of beneficial ownership changes. |
Related Party Transactions
- Indirect beneficial ownership of 30,153 common shares through Red Bird Investors, LLC, with beneficial ownership disclaimed except to the extent of pecuniary interest.
- Indirect beneficial ownership of 37,845.688 common shares through Summit Investors, LLP, with beneficial ownership disclaimed except to the extent of pecuniary interest.
- Indirect beneficial ownership of 200,030 common shares through J.M. Schultz Investment, LLC, with beneficial ownership disclaimed except to the extent of pecuniary interest.
Stakeholder Impact
- Shareholders: The director's increased equity ownership through stock awards and dividend reinvestment aligns management interests more closely with shareholder value creation.
Key Dates
| Date | Description |
|---|---|
| 02/02/2016 | Power of Attorney granted by Robert F. Schultz to Douglas J. Tucker for Section 16 filings. |
| 06/30/2025 | Date of reported transactions for common stock acquisition and common share equivalent acquisitions. |
| 07/01/2025 | Signature date for the Form 4 filing by Robert F. Schultz and his attorney-in-fact. |
Keywords
Midland States Bancorp, MSBI, Robert F. Schultz, Director, Insider Trading, Form 4, Stock Acquisition, Common Stock, Share Equivalents, Dividend Reinvestment, Corporate Governance, Beneficial Ownership
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