Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend]
February 08 2024 - 4:56PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 5) *
Midland States Bancorp Inc. Illinois (MSBI) |
(Name of Issuer) |
|
Common Stock |
(Title of Class of Securities) |
|
597742105 |
(CUSIP Number) |
|
12/31/2023 |
(Date of Event Which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
|
☐ |
Rule 13d-1(b) |
|
|
|
|
☑ |
Rule 13d-1(c) |
|
|
|
|
☐ |
Rule 13d-1(d) |
* The remainder of this cover page shall be filled out for
a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”)
or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
CUSIP No. |
597742105 |
|
Page 2 of 17 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
FJ Capital Management LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
1,269,108 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
953,472 (2) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
1,269,108 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
5.89% |
12 |
TYPE OF REPORTING PERSON
|
IA |
|
|
|
|
|
| (1) | Consists of 901,346 shares of common stock of the Issuer held by Financial Opportunity Fund LLC,
1,477 shares of common stock of the Issuer held by Financial Opportunity Long/Short Fund LLC, of which FJ Capital Management LLC
is the managing member, 275,828 shares of common stock of the Issuer held by Bridge Equities III, LLC and 39,808 shares
of common stock of the Issuer held by Bridge Equities XI LLC, of which FJ Capital Management LLC is the sub-investment advisor, and 50,649
shares of common stock of the Issuer held by managed accounts that FJ Capital Management manages; as such, the Reporting Person may
be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership. |
| (2) | Consists of 901,346 shares of common stock of the Issuer held by Financial Opportunity Fund LLC,
1,477 shares of common stock of the Issuer held by Financial Opportunity Long/Short Fund LLC, of which FJ Capital Management LLC
is the managing member, and 50,649 shares of common stock of the Issuer held by managed accounts that FJ Capital Management manages;
as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims
beneficial ownership. |
CUSIP No. |
597742105 |
|
Page 3 of 17 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
Financial Opportunity Fund LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
901,346 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
901,346 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
901,346 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
4.18% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
| (1) | Consists of 901,346 shares
of common stock of the Issuer held by Financial Opportunity Fund, LLC. |
CUSIP No. |
597742105 |
|
Page 4 of 17 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
Financial Opportunity Long/Short Fund LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
1,477 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
1,477 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
1,477 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.01% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
| (1) | Consists of 1,477 shares
of common stock of the Issuer held by Financial Opportunity Long/Short Fund, LLC. |
CUSIP No. |
597742105 |
|
Page 5 of 17 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
Martin Friedman
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
United States |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
1,269,108 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
953,472 (2) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
1,269,108 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
5.89% |
12 |
TYPE OF REPORTING PERSON
|
IN |
|
|
|
|
|
| (1) | Consists of 901,346 shares of common stock of the Issuer held by Financial Opportunity Fund LLC,
1,477 shares of common stock of the Issuer held by Financial Opportunity Long/Short Fund LLC, of which FJ Capital Management LLC
is the managing member, 275,828 shares of common stock of the Issuer held by Bridge Equities III, LLC and 39,808 shares
of common stock of the Issuer held by Bridge Equities XI LLC, of which FJ Capital Management LLC is the sub-investment advisor, and 50,649
shares of common stock of the Issuer held by managed accounts that FJ Capital Management manages. Martin Friedman is the Managing
Member of FJ Capital Management LLC; as such, Mr. Friedman may be deemed to be a beneficial owner of reported shares but as to which Mr.
Friedman disclaims beneficial ownership. |
| (2) | Consists of 901,346 shares of common stock of the Issuer held by Financial Opportunity Fund LLC,
1,477 shares of common stock of the Issuer held by Financial Opportunity Long/Short Fund LLC, of which FJ Capital Management LLC
is the managing member, and 50,649 shares of common stock of the Issuer held by managed accounts that FJ Capital Management manages.
Martin Friedman is the Managing Member of FJ Capital Management LLC; as such, Mr. Friedman may be deemed to be a beneficial owner of reported
shares but as to which Mr. Friedman disclaims beneficial ownership. |
CUSIP No. |
597742105 |
|
Page 6 of 17 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
Bridge Equities III, LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
275,828 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
275,828 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
275,828 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
1.28% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
| (1) | Consists of 275,828 shares of common stock of the Issuer held by Bridge Equities III, LLC. |
CUSIP No. |
597742105 |
|
Page 7 of 17 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
Bridge Equities XI, LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
39,808 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
39,808 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
39,808 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.18% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
(1) Consists of 39,808 shares of common stock of the Issuer
held by Bridge Equities XI, LLC.
CUSIP No. |
597742105 |
|
Page 8 of 17 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
SunBridge Manager, LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
315,636 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
315,636 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
315,636 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
1.47% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
| (1) | Consists of 275,828 shares of common stock of the Issuer held by Bridge Equities III, LLC and 39,808
shares of common stock of the Issuer held by Bridge Equities XI LLC, of which SunBridge Manager, LLC is the Managing Member; as such,
the Reporting Person may be deemed to be a beneficial owner of reported shares. |
CUSIP No. |
597742105 |
|
Page 9 of 17 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
SunBridge Holdings, LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
315,636 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
315,636 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
315,636 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
1.47% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
| (1) | Consists of 275,828 shares of common stock of the Issuer held by Bridge Equities III, LLC and 39,808
shares of common stock of the Issuer held by Bridge Equities XI LLC, of which SunBridge Manager, LLC is the Managing Member. SunBridge
Holdings, LLC is the Managing Member of SunBridge Manager, LLC; as such, the Reporting Person may be deemed to be a beneficial owner of
reported shares but as to which the Reporting Person disclaims beneficial ownership. |
CUSIP No. |
597742105 |
|
Page 10 of 17 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
White Oak Enterprises, Inc.
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Maryland |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
315,636 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
315,636 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
315,636 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
1.47% |
12 |
TYPE OF REPORTING PERSON
|
CO |
|
|
|
|
|
| (1) | Consists of 275,828 shares of common stock of the Issuer held by Bridge Equities III, LLC and 39,808
shares of common stock of the Issuer held by Bridge Equities XI LLC, of which SunBridge Manager, LLC is the Managing Member. SunBridge
Holdings, LLC is the Managing Member of SunBridge Manager, LLC. Whtie Oak Enterprises, Inc. is the Manager of SunBridge Holdings, LLC;
as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims
beneficial ownership. |
CUSIP No. |
597742105 |
|
Page 11 of 17 |
Item 1(a). |
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Name of Issuer: |
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Midland States Bancorp ILL (MSBI) |
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Item 1(b). |
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Address of Issuer’s Principal Executive Offices: |
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1201 Network Centre Drive |
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Effingham, IL 62401 |
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Item 2(a). |
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Name of Person Filing: |
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This Schedule 13G is being filed on behalf of the
following Reporting Persons:
FJ Capital Management LLC
Financial Opportunity Fund LLC
Financial Opportunity Long/Short Fund LLC
Martin Friedman
Bridge Equities III, LLC
Bridge Equities XI, LLC
SunBridge Manager, LLC
SunBridge Holdings, LLC
White Oak Enterprises, Inc. |
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Item 2(b). |
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Address of Principal Business Office or, if None, Residence: |
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FJ Capital Management, LLC
7901 Jones Branch Drive, Suite 210
McLean, VA 22102
Financial Opportunity Fund LLC
7901 Jones Branch Drive, Suite 210
McLean, VA 22102
Financial Opportunity Long/Short Fund LLC
7901 Jones Branch Drive, Suite 210
McLean, VA 22102
Martin Friedman
7901 Jones Branch Drive, Suite 210
McLean, VA 22102
Bridge Equities III, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759
Bridge Equities XI, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759
SunBridge Manager, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759
|
CUSIP No. |
597742105 |
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Page 12 of 17 |
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SunBridge Holdings, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759
White Oak Enterprises, Inc.
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759 |
Item 2(c). |
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Citizenship: |
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Financial Opportunity Fund LLC, Financial Opportunity Long/Short Fund LLC, Bridge Equities III, LLC, Bridge Equities XI, LLC, and FJ Capital Management LLC, SunBridge Manager, LLC, SunBridge Holdings, LLC – Delaware limited liability companies
Martin Friedman – United States citizen
White Oak Enterprises, Inc. – Maryland corporation |
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Item 2(d). |
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Title of Class of Securities: |
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Common Stock |
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Item 2(e). |
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CUSIP Number: |
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597742105 |
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Item 3. |
If This Statement is Filed Pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), Check Whether the Person Filing is a: |
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(a) |
☐ |
Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o). |
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(b) |
☐ |
Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c). |
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(c) |
☐ |
Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c). |
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(d) |
☐ |
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
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(e) |
☐ |
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
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(f) |
☐ |
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
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(g) |
☐ |
A parent holding company or control person in accordance with §240.13d-1(b)(ii)(G); |
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(h) |
☐ |
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
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(i) |
☐ |
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); |
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(j) |
☐ |
Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
CUSIP No. |
597742105 |
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Page 13 of 17 |
Item 4. |
Ownership. |
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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. |
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(a) |
Amount beneficially owned: |
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FJ Capital Management LLC – 1,269,108 shares
Financial Opportunity Fund LLC – 901,346 shares
Financial Opportunity Long/Short Fund LLC –
1,477 shares
Martin Friedman – 1,269,108 shares
Bridge Equities III, LLC – 275,828 shares
Bridge Equities XI, LLC – 39,808 shares
SunBridge Manager, LLC – 315,636 shares
SunBridge Holdings, LLC - 315,636 shares
White Oak Enterprises, Inc. – 315,636 shares |
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(b) |
Percent of class: |
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FJ Capital Management LLC – 5.89%
Financial Opportunity Fund LLC – 4.18%
Financial Opportunity Long/Short Fund LLC – 0.01%
Martin Friedman – 5.89%
Bridge Equities III, LLC – 1.28%
Bridge Equities XI, LLC – 0.18%
SunBridge Manager, LLC – 1.47%
SunBridge Holdings, LLC – 1.47%
White Oak Enterprises, Inc. – 1.47% |
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(c) |
Number of shares as to which such person has: |
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(i) |
Sole power to vote or to direct the vote |
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All Reporting Persons - 0 |
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(ii) |
Shared power to vote or to direct the vote |
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FJ Capital Management LLC – 1,269,108 shares
Financial Opportunity Fund LLC – 901,346 shares
Financial Opportunity Long/Short Fund LLC –
1,477 shares
Martin Friedman – 1,269,108 shares
Bridge Equities III, LLC – 275,828 shares
Bridge Equities XI, LLC – 39,808 shares
SunBridge Manager, LLC – 315,636 shares
SunBridge Holdings, LLC - 315,636 shares
White Oak Enterprises, Inc. – 315,636 shares |
CUSIP No. |
597742105 |
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Page 14 of 17 |
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(iii) |
Sole power to dispose or to direct the disposition of |
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All Reporting Persons – 0 |
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(iv) |
Shared power to dispose or to direct the disposition of |
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FJ Capital Management LLC – 953,472 shares
Financial Opportunity Fund LLC – 901,346 shares
Financial Opportunity Long/Short Fund LLC –
1,477 shares
Martin Friedman – 953,472 shares
Bridge Equities III, LLC – 275,828 shares
Bridge Equities XI, LLC – 39,808 shares
SunBridge Manager, LLC – 315,636 shares
SunBridge Holdings, LLC - 315,636 shares
White Oak Enterprises, Inc. – 315,636 shares |
Item 5. |
Ownership of Five Percent or Less of a Class. |
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐ |
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person. |
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N/A. |
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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N/A |
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Item 8. |
Identification and Classification of Members of the Group. |
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Due to the relationships among them, the reporting persons hereunder may be deemed to constitute a “group” with one another for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934. |
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Item 9. |
Notice of Dissolution of Group. |
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N/A |
Item 10. |
Certification. |
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect. |
CUSIP No. |
597742105 |
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Page 15 of 17 |
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true, complete and correct.
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Date: 1/31/2024 |
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Financial Opportunity
Fund LLC
By: FJ Capital Management LLC, its Managing Member
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
Financial Opportunity
Long/Short Fund LLC
By: FJ Capital Management LLC, its Managing Member
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
FJ Capital Management
LLC
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
/s/ Martin Friedman
MARTIN FRIEDMAN
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CUSIP No. |
597742105 |
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Page 16 of 17 |
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Bridge Equities
III, LLC
By: SunBridge Manager, LLC, its Managing Member
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
Bridge Equities
XI, LLC
By: SunBridge Manager, LLC, its Managing Member
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
SunBridge Manager,
LLC
By: SunBridge Holdings, LLC, its Managing Member
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
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SunBridge Holdings,
LLC
By: White Oak Enterprises, Inc., its Manager
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
White oak enterprises,
inc.
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
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CUSIP No. |
597742105 |
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Page 17 of 17 |
Joint Filing Agreement
The undersigned agree that this Schedule 13G, and all
amendments thereto, relating to the Common Stock Midland States Bancorp Inc. Illinois (MSBI) shall be filed on behalf of the undersigned.
FINANCIAL OPPORTUNITY FUND LLC
By: FJ Capital Management, LLC
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
FINANCIAL OPPORTUNITY LONG/SHORT
FUND LLC
By: FJ Capital Management, LLC
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
FJ CAPITAL MANAGEMENT LLC
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
/s/ Martin Friedman
MARTIN FRIEDMAN
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BRIDGE EQUITIES XI, LLC
By: SunBridge Manager, LLC, its Managing Member
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
BRIDGE EQUITIES III, LLC
By: SunBridge Manager, LLC, its Managing Member
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
SUNBRIDGE MANAGER, LLC
By: SunBridge Holdings, LLC, its Managing Member
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
SUNBRIDGE HOLDINGS, LLC
By: White Oak Enterprises, Inc., its Manager
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
WHITE OAK ENTERPRISES, INC.
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
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