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8-KAccepted May 8, 4:02 PM ET

Midland States Bancorp Reports 2026 Annual Meeting Vote Results

MSBIMidland States Bancorp, Inc.

Accepted (ET)

4:02 PM

May 8, 2026

Filed

May 8, 2026

Documents

12

Size

253.3 KB

Summary

Midland States Bancorp Reports 2026 Annual Meeting Vote Results

Updated

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.

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