Form 4: MidWestOne Officer Converts Shares Post-Merger
Insider Transaction Report
MidWestOne Financial Group's SVP & Chief Credit Officer, Gary L. Sims, converted all his company shares into Nicolet Bankshares stock following the merger.
Summary
- Gary L. Sims, SVP & Chief Credit Officer of MidWestOne Financial Group, Inc. (MOFG), reported transactions related to the merger of MOFG with and into Nicolet Bankshares, Inc. (NIC).
- The merger became effective on February 13, 2026, at which point MOFG ceased to exist as a standalone entity.
- Each outstanding share of MOFG Common Stock was converted into the right to receive 0.3175 of a share of NIC Common Stock.
- Sims disposed of 4,547 shares of MOFG Common Stock at a price of $49.31 per share, likely for tax withholding purposes related to vesting.
- His direct beneficial ownership of 23,780.991 shares of MOFG Common Stock was converted into NIC Common Stock.
- His indirect beneficial ownership of 1,821.506 shares of MOFG Common Stock held in a 401(k) plan was also converted into NIC Common Stock.
- Following these transactions, Sims beneficially owns 0 shares of MOFG Common Stock.
- The reported amount of shares included 2.894 dividend equivalents on restricted stock units and 10,458.175 from vested performance stock units since his previous filing.
- Shares in his 401(k) plan had increased by 9.522 shares since the date of his previous filing due to an allocation.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this filing as neutral, as it is a mandatory report of a completed transaction (merger-related stock conversion) and does not contain new information regarding company performance or strategic shifts.
Positives
- The reporting person's MOFG RSU and PSU awards were fully vested at the effective time of the merger, converting into NIC Common Stock and a cash payment for dividend equivalents on PSUs.
Future Outlook
The filing reports a completed merger and the subsequent conversion of insider holdings. It does not contain any forward-looking statements or guidance regarding the future performance or strategy of MidWestOne Financial Group, Inc., as it has merged into Nicolet Bankshares, Inc.
Industry Context
StockSavvy.ai notes that this filing reflects a completed consolidation event within the regional banking sector, a trend driven by factors such as economies of scale, increased regulatory burdens, and the pursuit of broader market reach. The merger of MidWestOne Financial Group into Nicolet Bankshares, Inc. is consistent with the ongoing M&A activity observed in the financial services industry.
Stakeholder Impact
- Shareholders of MidWestOne Financial Group, Inc. (MOFG) were impacted by the conversion of their MOFG Common Stock into Nicolet Bankshares, Inc. (NIC) Common Stock at a fixed exchange ratio.
Key Dates
| Date | Description |
|---|---|
| 2023-04-21 | Date of Power of Attorney granted by Gary L. Sims to Kenneth R. Urmie, John J. Ruppel, and Celeste M. Yoder. |
| 2025-10-23 | Date of the Agreement and Plan of Merger between MidWestOne Financial Group, Inc. and Nicolet Bankshares, Inc. |
| 2026-02-13 | Effective Time of the merger between MidWestOne Financial Group, Inc. and Nicolet Bankshares, Inc., and the transaction date for the conversion of MOFG securities. |
| 2026-02-17 | Signature date of the Form 4 filing. |
Keywords
Merger, Acquisition, Insider Transaction, Form 4, Stock Conversion, MidWestOne Financial Group, Nicolet Bankshares, MOFG, NIC, SVP & Chief Credit Officer
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