Devaisher Len D 4

What Happened Len D. Devaisher, President and COO of MidWestOne Financial Group, surrendered a total of 55,194.906 MOFG shares on Feb 13, 2026. Of those, 9,284 MOFG shares were disposed to cover tax withholding related to vested awards (reported at $49.31/share; value $457,794). The remaining 45,910.906 MOFG shares were surrendered to the issuer as part of the merger with Nicolet Bankshares and converted into the right to receive NIC common stock per the merger terms (exchange ratio 0.3175).

Key Details

• Transaction date (Effective Time): February 13, 2026. Form 4 filed Feb 17, 2026 (appears timely).
• Tax-withheld shares: 9,284 MOFG shares @ $49.31 = $457,794 (code F: payment of exercise price/tax liability).
• Merger-related dispositions: 42,052.505, 3,000, and 858.401 MOFG shares (total 45,910.906) surrendered to issuer (code D); price listed as N/A because shares were converted under the merger.
• Approximate NIC shares received from conversion of the 45,910.906 MOFG shares: ~14,576.7 NIC shares (45,910.906 × 0.3175 exchange ratio).
• Footnotes: filing reflects the Feb 13, 2026 merger of MOFG into Nicolet (Merger Agreement dated Oct 23, 2025). Outstanding MOFG common stock and outstanding MOFG RSU/PSU awards were vested/cancelled and converted into NIC stock or cash per the agreement (see F2–F5). Filing also notes small dividend-equivalent and PSU vesting amounts included since last Form (F1) and a 401(k) account increase of 4.474 shares (F6).
• Shares owned after transaction: MOFG shares were canceled at the Effective Time; the filing shows conversion rights to NIC stock rather than continuing MOFG holdings.

Context These were not open-market sales. The dispositions arose from the company merger and associated tax withholding and vesting/conversion of equity awards — routine mechanics of a corporate acquisition. For retail investors, note this is a corporate-transaction-driven surrender/conversion of shares, not an executive selling shares on the open market for cash proceeds (except for the tax-withholding value realized via surrendered shares).