Midland States Bancorp, Inc. 8-K

What Happened
Midland States Bancorp (MSBI) announced on March 5, 2026 (Item 5.02, Form 8‑K) that Eric Lemke was terminated as Chief Financial Officer and no longer serves as the company’s principal financial officer or principal accounting officer. The company appointed Claire Stack, age 37, as Vice President – Chief Accounting Officer and interim Chief Financial Officer effective March 5, 2026. Ms. Stack joined Midland as Corporate Controller in November 2025 and is a Certified Public Accountant with more than 15 years of accounting and finance leadership experience.

Key Details

• Effective date: March 5, 2026 — Eric Lemke terminated; Claire Stack named interim CFO and principal accounting officer.
• Ms. Stack background: CPA, former Corporate Controller at Steelcase, and prior roles at CliftonLarsonAllen, PwC, KPMG, Agracel; BS in Accounting & Technology Management (Indiana University).
• Change of Control Agreement: initial term through Dec 31, 2026 with automatic one‑year renewals each Jan 1 unless 90‑day nonrenewal notice is given; if a change in control occurs during the term, agreement remains in effect for one year after the change.
• Post‑termination protections: 12‑month non‑solicit/non‑compete restrictions; COBRA coverage at employee rates for up to 12 months on qualifying termination.
• Severance: if terminated by the company other than for cause (or resigns for good reason) not in connection with a change in control, Ms. Stack will receive severance under the company’s general severance plan; if termination is in connection with a change in control, payment equals 150% of (salary + average bonus for prior 3 years). Payments conditioned on execution of a general release. The full form of the agreement is incorporated by reference to the company’s 2025 Form 10‑K (Exhibit 10.4).

Why It Matters
Leadership changes in the finance function directly affect SEC reporting, financial controls and investor oversight. Investors should note the vacancy/transition at the CFO role, the appointment of an experienced interim CFO who joined the company in late 2025, and the contractual change‑of‑control and severance protections that could result in cash payments if a qualifying event occurs. The filing provides no specific dollar amounts for severance, so materiality will depend on future events and any amounts disclosed later.