Midland States Bancorp Faces Listing Rule Issues

TL;DR

MSBI might be delisted - big trouble brewing.

AI Summary

Midland States Bancorp, Inc. filed an 8-K on August 22, 2025, reporting a notice of delisting or failure to satisfy a continued listing rule or standard, along with a transfer of listing. The filing also includes Regulation FD Disclosure and Financial Statements and Exhibits. The earliest event reported was on August 19, 2025.

Why It Matters

This filing indicates potential issues with Midland States Bancorp's continued listing on an exchange, which could impact investor confidence and stock liquidity.

Risk Assessment

Risk Level: high — A notice of delisting or failure to meet listing standards poses a significant risk to the company's stock and operations.

Key Players & Entities

• Midland States Bancorp, Inc. (company) — Filer of the 8-K
• August 19, 2025 (date) — Earliest event reported
• August 22, 2025 (date) — Filing date of the 8-K

FAQ

Key Financial Figures

• $0.01 — ge on which registered Common stock, $0.01 par value MSBI The Nasdaq Stock Marke
• $2.00 — ve Perpetual Preferred Stock, Series A, $2.00 par value) MSBIP The Nasdaq Stock Mar

Filing Documents

• tm2524099d1_8k.htm (8-K) — 34KB
• tm2524099d1_ex99-1.htm (EX-99.1) — 8KB
• 0001104659-25-081864.txt ( ) — 252KB
• msbi-20250819.xsd (EX-101.SCH) — 4KB
• msbi-20250819_def.xml (EX-101.DEF) — 26KB
• msbi-20250819_lab.xml (EX-101.LAB) — 36KB
• msbi-20250819_pre.xml (EX-101.PRE) — 25KB
• tm2524099d1_8k_htm.xml (XML) — 6KB

01. Notice of Delisting or Failure to Satisfy a Continued

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, Midland States Bancorp, Inc. (the " Company ") was unable to file its Quarterly Report on Form 10-Q for the period ended June 30, 2025 (the " Form 10-Q ") by its prescribed due date. On August 19, 2025, the Company received an expected notice (the " Notice ") from The Nasdaq Stock Market LLC (" Nasdaq ") notifying the Company that it does not comply with Nasdaq Listing Rule 5250(c)(1) (the " Listing Rule ") because of the continued delinquency in filing the Form 10-Q. The Notice has no immediate effect on the listing or trading of the Company's common stock or depositary shares on the Nasdaq Global Select Market. In accordance with Nasdaq's listing rules, the Company has until October 18, 2025 to submit to Nasdaq a plan to regain compliance with the Listing Rule. Pursuant to the Notice, Nasdaq has the discretion to grant the Company up to 180 calendar days from the due date of the Form 10-Q, or until February 26, 2026, to regain compliance. The Company intends to take the necessary steps to regain compliance with Nasdaq's listing rules as soon as practicable. As discussed in the Company's Form 12b-25, filed with the Commission on August 12, 2025, the Company was unable to file the Form 10-Q by the prescribed due date without unreasonable effort or expense due to the previously disclosed delay in filing its Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the Securities and Exchange Commission (the " SEC ") on July 1, 2025, and the delay in filing its Quarterly Report on Form 10-Q for the period ended March 31, 2025, which was filed with the SEC on August 8, 2025, in each case related to the Company's previously disclosed restatement of its financial statements. The Company plans to file the Form 10-Q as soon as practicable. 7.01. Regulation FD Disclosure. On August 22, 2025, the Company i

Forward-Looking Statements

Forward-Looking Statements This document and the exhibits contain forward-looking Litigation Reform Act of 1995. These statements include, but are not limited to, statements regarding the Company's expectations as to the anticipated timing of filing the Form 10-Q and statements relating to the Company's plan to regain compliance with Nasdaq's listing rules, as well as all statements that are not historical facts. Such forward-looking statements are subject to many risks and uncertainties, including the expected timing of the review of the Company's unaudited financial statements as of and for the three and six months ended June 30, 2025 and 2024, and other factors identified in the Company's most recent periodic reports and other SEC filings, all of which are available on the Company's website. The Company can provide no assurance that these forward-looking statements will be achieved, and actual results could differ materially from those suggested by such forward-looking statements. The Company does not undertake to update its forward-looking statements unless otherwise required by the federal securities laws. The Company expressly disclaims any undertaking to release publicly any updates or revisions to any statements to reflect any change in the Company's expectations or any change of events, conditions, or circumstances on which any such statement is based.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. 99.1 Press Release of Midland States Bancorp, Inc., dated August 22, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SignatureS

SignatureS Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: August 22, 2025 Midland By: /s/ Eric T. Lemke Eric T. Lemke Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR