UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Amendment No. )*

Under the Securities Exchange Act of 1934

Midland States Bancorp, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

597742105

(CUSIP Number)

December 31, 2018

(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 information required on 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).

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1(b)    Address of the Issuer’s Principal Executive Offices:

1201 Network Centre Drive, Effingham IL 62401

This Schedule 13G is being jointly filed by each of the following persons pursuant to Rule 13d-1(k)(1) promulgated by the Securities and Exchange Commission pursuant to Section 13 of the Act: (i) Endeavour Capital Advisors Inc. (“Endeavour”), (ii) Laurence M. Austin and (iii) Mitchell J. Katz.

2(b)    Principal Business Address or, if none, Residence:

Endeavour Capital Advisors Inc.

410 Greenwich Avenue

Greenwich, CT 06830

2(c)    Citizenship of Person Filing:

Endeavour is a Delaware corporation and Messrs. Austin and Katz are citizens of the United States of America.

2(d)    Title of Class of Securities: Common Stock, par value $0.01 per share

2(e)    CUSIP Number: 597742105

(a)  ☐    Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)  ☐    Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)  ☐    Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)  ☐    Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)  ☒    An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

(f)  ☐    An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

(g)  ☒    A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(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 of 1940 (15 U.S.C. 80a-3);

(j)  ☐    A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);

(k)  ☐    Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b) (1)(ii)(J), please specify the type of institution:

The information in items 1 and 5 through 11 on the cover pages (pp. 2-4) of this Schedule 13G is hereby incorporated by reference.

Not applicable.

Not applicable.

Not applicable.

Not applicable.

Not applicable.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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 that purpose or effect.

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SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

* The Reporting Persons disclaim beneficial ownership in the shares reported herein except to the extent of their pecuniary interest therein, and this report shall not otherwise be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes.

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EXHIBIT 1

AGREEMENT OF JOINT FILING

Endeavour Regional Bank Opportunities Fund II L.P., Endeavour Capital Advisors Inc., Laurence M. Austin and Mitchell J. Katz hereby agree that the Statement on Schedule 13G to which this agreement is attached as an exhibit as well as all future amendments to such Statement, shall be filed jointly on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended.

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