Form 4: CEO Reeves Converts MOFG Shares in Nicolet Merger

MidWestOne Financial Group CEO Charles N. Reeves converted all his MOFG shares and equity awards into Nicolet Bankshares stock following the merger on February 13, 2026.

Summary

• Charles N. Reeves, CEO and Director of MidWestOne Financial Group, Inc. (MOFG), reported changes in beneficial ownership due to the merger of MOFG with Nicolet Bankshares, Inc. (NIC).
• On February 13, 2026, MOFG merged into NIC, resulting in the cancellation of all outstanding MOFG Common Stock.
• Each MOFG Common Stock share was converted into the right to receive 0.3175 of a share of NIC Common Stock.
• MOFG Restricted Stock Unit (RSU) and Performance Stock Unit (PSU) awards fully vested and converted into NIC Common Stock based on the exchange ratio, with PSUs based on the higher of target or actual performance.
• Reeves disposed of 78,176.55 shares of MOFG Common Stock held directly, 32,000 shares held indirectly via an IRA, and 239.157 shares held indirectly via a 401(k) plan.
• An additional 16,993 shares were disposed of at $49.31, likely for tax withholding related to vested awards.
• Prior to the merger, Reeves' direct holdings included 64.724 shares from dividend reinvestment, 8.181 dividend equivalents on restricted stock units, and 30,121.536 from vested performance stock units since his previous filing.
• His 401(k) holdings increased by 1.237 shares since the previous filing due to an allocation.
• Following these transactions, Reeves beneficially owns 0 shares of MOFG Common Stock, as MOFG no longer exists as a separate entity.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a positive outcome for the reporting person, as equity awards fully vested and converted into shares of the acquiring company, indicating a successful completion of the merger from an executive compensation perspective.

Positives

• MOFG RSU and PSU awards fully vested upon merger, converting into NIC Common Stock.
• PSU awards converted based on the higher of target or actual performance, potentially maximizing value for the reporting person.

Negatives

• The reporting person no longer holds direct or indirect beneficial ownership in MidWestOne Financial Group, Inc. as it ceased to exist as a separate entity.

Future Outlook

The filing details the completion of a merger, converting all MOFG securities into NIC securities. It does not provide forward-looking statements or guidance for the combined entity, focusing solely on the reporting person's transaction details.

Industry Context

StockSavvy.ai notes that this Form 4 filing signifies the finalization of the merger between MidWestOne Financial Group and Nicolet Bankshares, a common strategy in the regional banking sector for consolidation, achieving economies of scale, and expanding market reach. Such mergers often aim to enhance shareholder value through synergy realization and broader service offerings, aligning with ongoing trends of M&A activity in the financial services industry.

Stakeholder Impact

• Shareholders of MOFG: Their shares were converted into NIC Common Stock, reflecting the agreed-upon merger terms.
• Employees (including the reporting person): Equity awards (RSUs, PSUs) fully vested and converted, providing liquidity and continued equity interest in the combined entity.

Key Dates

Keywords

MidWestOne Financial Group, MOFG, Nicolet Bankshares, NIC, Merger, Acquisition, Form 4, Beneficial Ownership, Stock Conversion, Equity Awards, Charles N. Reeves, Financial Services, Banking