A. Firm Information Midland Wealth Advisors, LLC d/b/a Midland Wealth Management (“MWM” or the “Advisor”) is a registered investment adviser with the U.S. Securities and Exchange Commission (“SEC”). The Advisor was organized as a Limited Liability Company (“LLC”) under the laws of the State of Illinois in February 2023. MWM is a wholly-owned subsidiary of Midland States Bancorp, Inc. (NASDAQ: MSBI). Midland Wealth Management is a trade name used by Midland States Bancorp, Inc. and its subsidiaries, Midland States Bank, Midland Trust Company, and Midland Wealth Advisors, LLC. The Principal Officers of MWM are Danny L. Stevenson (President and Chief Executive Officer), Heath W. Sorenson (VP, Chief Operating Officer, and Treasurer) and Donna J. Noble (Secretary and Chief Compliance Officer). All uses of MWM in this Brochure reference the entity and business practices of Midland Wealth Advisors, LLC only. This Disclosure Brochure provides information regarding the qualifications, business practices, and the advisory services provided by MWM. For information regarding this Disclosure Brochure, please contact Donna J. Noble (Chief Compliance Officer) at (312) 660-6516. B. Advisory Services Offered MWM offers investment advisory services to individuals, high net worth individuals, trusts, estates, not-for-profit entities, businesses, and retirement plans (each referred to as a “Client”). The Advisor serves as a fiduciary to Clients, as defined under the applicable laws and regulations. As a fiduciary, the Advisor upholds a duty of loyalty, fairness and good faith towards each Client and seeks to mitigate potential conflicts of interest. MWM’s fiduciary commitment is further described in the Advisor’s Code of Ethics. For more information regarding the Code of Ethics, please see Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading. MWM’s investment advisory philosophy is firmly based upon taking a holistic approach in providing advisory services to its Clients MWM believes its Clients are best served by a comprehensive financial planning approach, coupled with comprehensive investment management services. Investment Management Services MWM provides customized wealth management solutions for its Clients. Investment management services typically include the Advisor’s discretionary investment management services and relating advisory services. MWM works closely with each Client to identify their investment goals and objectives as well as risk tolerance and financial situation in order to create a portfolio strategy. This is achieved through continuous personal Client contact and interaction while providing discretionary investment management and related advisory services. MWM investment process routinely utilizes a core group of investment vehicles that involves the use of mutual funds, exchange traded funds (“ETFs”), interval funds, individual stocks, individual bonds, real estate investment trusts (“REITs”), limited partnerships, annuities, certificates of deposit (“CDs”) and cash and cash equivalents. MWM will discuss, review, and develop strategies across a wide variety of investment vehicles including those that would be considered traditional or alternative. The Advisor may retain certain types of investments based on a Client’s legacy investments based on portfolio fit and/or tax considerations. MWM’s investment strategies are primarily long-term focused, but the Advisor may buy, sell or re-allocate positions that have been held for less than one year to meet the objectives of the Client or due to market conditions. MWM will construct, implement and monitor the portfolio to ensure it meets the goals, objectives, circumstances, and risk tolerance agreed to by the Client. Each Client will have the opportunity to place reasonable restrictions on the types of investments to be held in their respective portfolio, subject to acceptance by the Advisor. MWM evaluates and selects investments for inclusion in Client portfolios only after applying its internal due diligence process. MWM may recommend, on occasion, redistributing investment allocations to diversify the Page 5 portfolio. MWM may recommend specific positions to increase sector or asset class weightings. The Advisor may recommend employing cash positions as a possible hedge against market movement. MWM may recommend selling positions for reasons that include, but are not limited to, harvesting capital gains or losses, business or sector risk exposure to a specific security or class of securities, overvaluation or overweighting of the position[s] in the portfolio, change in risk tolerance of the Client, generating cash to meet Client needs, or any risk deemed unacceptable for the Client’s risk tolerance. Retirement Plan Accounts – When the Advisor provides investment advice to Clients regarding ERISA retirement accounts or individual retirement accounts (“IRAs”), the Advisor is a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act (“ERISA”) and/or the Internal Revenue Code (“IRC”), as applicable, which are laws governing retirement accounts. When deemed to be in the Client’s best interest, the Advisor will provide investment advice to a Client regarding a distribution from an ERISA retirement

account or to roll over the assets to an IRA, or recommend a similar transaction including rollovers from one ERISA sponsored Plan to another, one IRA to another IRA, or from one type of account to another account (e.g. commission-based account to fee-based account). Such a recommendation creates a conflict of interest if the Advisor will earn a new (or increase its current) advisory fee as a result of the transaction. No client is under any obligation to roll over a retirement account to an account managed by the Advisor. All Client assets will be managed within the designated account[s] at the Custodian, pursuant to the terms of the advisory agreement. Please see Item 12 – Brokerage Practices. Use of Independent Managers – When deemed to be in the Client’s best interest, MWM will recommend that Clients utilize one or more unaffiliated investment managers or investment platforms (collectively “Independent Managers”) for all or a portion of a Client’s investment portfolio, based on the Client’s needs and objectives. The Advisor will perform initial and ongoing oversight and due diligence over each Independent Manager to ensure the strategy remains aligned with Clients investment objectives and overall best interests. The Advisor will also assist the Client in the development of the initial policy recommendations and managing the ongoing Client relationship. The Client will be provided with the Independent Manager’s Form ADV Part 2A – Disclosure Brochure (or a brochure that makes the appropriate disclosures). Financial Planning Services – MWM will typically provide a variety of financial planning and consulting services to Clients, pursuant to a written financial planning agreement. Services are offered in several areas of a Client’s financial situation, depending on their goals and objectives. Generally, such financial planning services involve preparing a formal financial plan or rendering a specific financial consultation based on the Client’s financial goals and objectives. This planning or consulting may encompass one or more areas of need, including but not limited to, investment planning, retirement planning, personal savings, education savings, estate/legacy planning, insurance needs, and/or other areas of a Client’s financial situation. A financial plan developed for, or financial consultation rendered to the Client will usually include general recommendations for a course of activity or specific actions to be taken by the Client. For example, recommendations may be made that the Client start or revise their investment programs, commence or alter retirement savings, establish education savings and/or charitable giving programs. MWM may also refer Clients to an accountant, attorney or other specialists, as appropriate for their unique situation. For certain financial planning engagements, the Advisor will provide a written summary of the Client’s financial situation, observations, and recommendations. For consulting or ad-hoc engagements, the Advisor may not provide a written summary. Plans or consultations are typically completed within six (6) months of contract date, assuming all information and documents requested are provided promptly. Financial planning and consulting recommendations pose a conflict between the interests of the Advisor and the interests of the Client. For example, the Advisor has an incentive to recommend that Clients engage the Advisor for investment management services or to increase the level of investment assets with the Advisor, as it would increase the amount of advisory fees paid to the Advisor. Clients are not obligated to implement any Page 6 recommendations made by the Advisor or maintain an ongoing relationship with the Advisor. If the Client elects to act on any of the recommendations made by the Advisor, the Client is under no obligation to implement the transaction through the Advisor. C. Client Account Management Prior to engaging MWM to provide investment advisory services, each Client is required to enter into one or more written agreements with the Advisor that define the terms, conditions, authority and responsibilities of the Advisor and the Client. These services may include: ● Establishing an Investment Strategy – MWM, in connection with the Client, will develop a strategy that seeks to achieve the Client’s goals and objectives. ● Asset Allocation – MWM will develop a strategic asset allocation that is targeted to meet the investment objectives, time horizon, financial situation and tolerance for risk for each Client. ● Portfolio Construction – MWM will develop a portfolio for the Client that is intended to meet the stated goals and objectives of the Client. ● Investment Management and Supervision – MWM will provide investment management and ongoing oversight of the Client’s investment portfolio. D. Wrap Fee Programs MWM does not manage or place Client assets into a wrap fee program. Investment management services are provided directly by MWM. E. Assets Under Management As of December 31, 2023, MWM manages $2,534,150,689 in Client assets, of which $2,533,431,216 are managed on a discretionary basis and $719,473 on a non-discretionary basis. Clients may request more current information at any time by contacting the Advisor.