SEC Form 4 · accession 0001593968-18-000557

Midland States Bancorp, Inc. · MSBI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Jeffrey G. Ludwig

Officer — EVP & CFO

Period of report

Mar 13, 2018

Accepted (ET)

Mar 14, 2018 · 5:54 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001466026

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Mar 13, 2018	M	1,784	$14.70	A	135,714	D
Common Stock^F1	Mar 13, 2018	S	1,784	$32.7983	D	133,930	D
Common Stock^F2	holding	—	—		—	11,569	I	JQ Properties

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Option (right to buy)^F3	$14.70	Mar 13, 2018	M	1,784	D	—	May 5, 2018	Common Stock	1,784	5,216	D
Option (right to buy)^F4	$18.16	holding	—	—	—	—	Dec 6, 2020	Common Stock	16,790	16,790	D
Option (right to buy)^F5	$16.00	holding	—	—	—	—	Dec 13, 2022	Common Stock	8,075	8,075	D
Option (right to buy)^F6	$23.00	holding	—	—	—	—	Nov 3, 2025	Common Stock	16,800	16,800	D
Option (right to buy)^F7	$16.59	holding	—	—	—	—	Dec 10, 2023	Common Stock	9,482	9,482	D
Option (right to buy)^F8	$15.20	holding	—	—	—	—	Dec 31, 2019	Common Stock	15,000	15,000	D
Option (right to buy)^F9	$21.00	holding	—	—	—	—	Dec 2, 2024	Common Stock	12,753	12,753	D
Option (right to buy)^F10	$11.75	holding	—	—	—	—	Jun 22, 2019	Common Stock	18,190	18,190	D
Option (right to buy)^F11	$14.75	holding	—	—	—	—	Dec 16, 2021	Common Stock	8,356	8,356	D
Option (right to buy)^F12	$18.00	holding	—	—	—	—	Aug 5, 2024	Common Stock	60,000	60,000	D
Option (right to buy)^F13	$28.59	holding	—	—	—	—	Nov 16, 2026	Common Stock	8,383	8,383	D

Explanation of responses

F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.75 - $32.85 inclusive. The reporting person undertakes to provide to Midland States Bancorp, Inc., any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in footnote 1 to this form.
F10These options vest in four equal annual installments beginning one year after the 06/22/2009 date of grant.
F11These options vest in four equal annual installments beginning one year after the 12/16/2011 date of grant.
F12Such options will vest on 12/31/2017 if specific performance metrics are satisfied, as determined by the Board of Directors.
F13These options vest in four equal annual installments beginning one year after the 11/16/2016 date of grant.
F2The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose
F3These options vest in four equal annual installments beginning one year after the 05/05/2008 date of grant.
F4These options vest in four equal annual installments beginning one year after the 12/06/2010 date of grant.
F5These options vest in four equal annual installments beginning one year after the 12/13/2012 date of grant.
F6These options vest in four equal annual installments beginning one year after the 11/03/2015 date of grant.
F7These options vest in four equal annual installments beginning one year after the 12/10/2013 date of grant.
F8These options vest in four equal annual installments beginning one year after the 12/31/2009 date of grant.
F9These options vest in four equal annual installments beginning one year after the 12/02/2014 date of grant.