Midland States Bancorp, Inc. 8-K

What Happened
Midland States Bancorp, Inc. (MSBI) filed an 8-K on May 8, 2026 reporting results from its May 4, 2026 annual meeting of shareholders. The company announced that all four Class I director nominees were elected to terms expiring at the 2029 annual meeting. Shareholders also voted on a non-binding advisory “say-on-pay” proposal and ratified Crowe LLP as the company’s independent registered public accounting firm for 2026.

Key Details

• Director elections (terms expire 2029):
  • Jennifer L. DiMotta: For 9,306,307; Against 6,436,282; Abstentions 339,514; Broker non-votes 1,753,315
  • Jeffrey G. Ludwig: For 15,088,544; Against 949,900; Abstentions 43,659; Broker non-votes 1,753,315
  • Richard T. Ramos: For 14,776,389; Against 1,115,917; Abstentions 189,797; Broker non-votes 1,753,315
  • Jeffrey C. Smith: For 14,693,111; Against 1,199,888; Abstentions 189,104; Broker non-votes 1,753,315
• Say-on-Pay (non-binding advisory): For 15,365,734; Against 534,594; Abstentions 181,775; Broker non-votes 1,753,315
• Auditor ratification: Crowe LLP ratified as auditor for 2026 — For 17,464,725; Against 144,831; Abstentions 225,862

Why It Matters
These outcomes confirm the board’s composition for the Class I seats through 2029 and show clear shareholder support for the company’s executive compensation program and its choice of independent auditor. The say-on-pay vote is advisory (non-binding) but provides a measurable signal of investor approval for executive pay. The auditor ratification finalizes the accounting firm for the year, which affects financial reporting and audit oversight.