McCormick Tracy S 4

What Happened
Tracy S. McCormick, a director of MidWestOne Financial Group, reported a disposition to the issuer of 93,856 shares of MOFG common stock on February 13, 2026. The Form 4 lists the price as N/A because this was not an open-market sale but a corporate-action disposition tied to MidWestOne’s merger into Nicolet Bankshares (NIC). Under the merger terms each MOFG share was converted into 0.3175 shares of NIC common stock, so 93,856 MOFG shares would convert into approximately 29,799.3 NIC shares (subject to any applicable withholding).

Key Details

• Transaction date: February 13, 2026 (reported on Form 4 filed February 17, 2026).
• Transaction type: Disposition to issuer (code D) in connection with the merger; no cash sale price reported.
• Conversion ratio: 0.3175 NIC shares per MOFG share (per merger agreement).
• Resulting NIC shares (approx): 93,856 × 0.3175 ≈ 29,799.3 NIC shares (may be adjusted for withholding).
• Footnotes: Merger Agreement dated Oct 23, 2025; all MOFG common shares were canceled and converted; MOFG RSU awards were vested, canceled and converted into NIC shares per the exchange ratio (less tax withholding).
• Shares owned after transaction: Not stated on the Form 4.

Context: This disposition reflects the merger-called conversion of MOFG stock into NIC stock rather than a market sale by the insider. It is a corporate transaction (neutral from a trading-sentiment perspective) and not an independent purchase or sale decision by the director. The Form 4 was filed within the reporting window (transaction on Feb 13, filed Feb 17).