Perry Andre 4
4 · MidWestOne Financial Group, Inc. · Filed Feb 17, 2026
Research Summary
AI-generated summary of this filing
MidWestOne (MOFG) Director Perry Andre Disposes 1,091 Shares
What Happened
Perry Andre, a director of MidWestOne Financial Group, reported a disposition to the issuer of 1,091 shares of MOFG common stock on February 13, 2026. The filing lists the price and total value as N/A because the transaction occurred at the Effective Time of MidWestOne’s merger into Nicolet Bankshares, under which MOFG shares were canceled and converted into NIC common stock per the merger terms.
Key Details
- Transaction date: 2026-02-13 (Effective Time of the merger). Form 4 filed 2026-02-17 (appears timely given the Feb 16 holiday).
- Transaction type/code: Disposition to issuer (D); 1,091 MOFG shares disposed; price listed as N/A.
- Conversion mechanics: Under the merger, each MOFG share was converted into the right to receive 0.3175 shares of Nicolet (NIC) common stock. 1,091 MOFG shares correspond to approximately 346.39 NIC shares (1,091 × 0.3175), before any applicable withholding or adjustments.
- Shares owned after transaction: Not specified in the filing.
- Relevant footnotes: F1–F3 explain the merger with Nicolet, conversion ratio (0.3175), and that outstanding MOFG RSU awards were vested, canceled and converted into NIC shares (less withholding).
Context
This was a corporate-merger-related disposition (shares canceled/converted), not an open-market sale by the director. Such merger-driven conversions are routine corporate actions and should not be read as a personal buy/sell signal.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1][F2][F3]2026-02-13−1,091→ 0 total
Footnotes (3)
- [F1]On February 13, 2026 (the Effective Time), pursuant to the terms of the Agreement and Plan of Merger (the Merger Agreement) dated as of October 23, 2025, by and between MidWestOne Financial Group, Inc. (MOFG) and Nicolet Bankshares, Inc. (NIC), MOFG merged with and into NIC (the Merger). Defined terms not otherwise defined herein shall have the meaning set forth in the Merger Agreement.
- [F2]Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding share of MOFG Common Stock was canceled and converted into the right to receive 0.3175 of a share of NIC Common Stock (the Merger Consideration).
- [F3]Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding MOFG RSU Award was fully vested, canceled and converted into the right to receive a number of shares of NIC Common Stock equal to the product of (i) the number of shares of MOFG Common Stock subject to such MOFG RSU Award immediately prior to the Effective Time multiplied by (ii) the Exchange Ratio, less any applicable withholding taxes.