United States
Securities
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FORM
Current
Report Pursuant to
Section 13 or 15(d) of the
Securities Exchange Act of 1934
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| (each representing a 1/40th interest in a share of 7.750% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series A, $2.00 par value) | The Stock Market LLC |
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On May 11, 2026, Midland States Bancorp, Inc. (the “Company”) announced that Claire A. Stack was appointed as Executive Vice President and Chief Financial Officer of the Company and its wholly owned banking subsidiary, Midland States Bank (the “Bank”), effective May 8, 2026.
Ms. Stack, age 38, joined the Company in November 2025 as the Company’s Corporate Controller, and was appointed as Vice President – Chief Accounting Officer and interim Chief Financial Officer in March 2026. She brings more than fifteen years of accounting and finance leadership experience within the financial services sector, including public bank accounting, SEC reporting, internal controls, and audit and regulatory compliance. Ms. Stack is a Certified Public Accountant (CPA) and previously served as Corporate Controller at Steelcase, Inc., a publicly traded furniture company, and held various senior leadership positions in accounting and finance at CliftonLarsonAllen LLP, a public accounting firm, Agracel, Inc., an industrial real estate developer, PricewaterhouseCoopers LLP, and KPMG LLP. She holds a Bachelor of Science in Accounting and Technology Management from Indiana University’s Kelley School of Business.
As previously disclosed, the Company and the Bank entered into a Change of Control Agreement with Ms. Stack in connection with her prior appointment as Chief Accounting Officer and interim Chief Financial Officer, which remains in effect. In connection with her appointment as Executive Vice President and Chief Financial Officer, Ms. Stack executed an offer letter from the Bank, which provides for an annual salary of $350,000, bonus potential equal to 40% of her base salary, eligibility for annual equity awards equal to 50% of her base salary, granted as restricted stock or non-qualified stock options, and a one-time grant of restricted stock in connection with her promotion equal to 50% of her base salary, subject to approval by the Company’s Board of Directors or Compensation Committee. Following Ms. Stack’s termination of employment, she will generally be subject to non-solicitation restrictions for a period of 12 months.
| Item 7.01 | Regulation FD Disclosure. |
A copy of the press release regarding Ms. Stack’s appointment is furnished herewith as Exhibit 99.1.
The information furnished pursuant to this Item and the related exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release of Midland States Bancorp, Inc., dated May 11, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SignatureS
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: May 11, 2026 | MIDLAND STATES BANCORP, INC. | |
| By: | /s/ Nathan Sturycz | |
| Nathan Sturycz | ||
| General Counsel | ||