First Merchants (NASDAQ: FRME) CEO receives grant of phantom stock units

Rhea-AI Filing Summary

HARDWICK MARK K reported acquisition or exercise transactions in this Form 4 filing.

FIRST MERCHANTS CORP Chief Executive Officer Mark K. Hardwick received a grant of 33.434 shares of phantom stock on March 23, 2026. Each phantom stock unit is economically equivalent to one share of FRME common stock and will be settled in cash or FRME shares, at his election, upon separation from First Merchants. Following this compensation award, his phantom stock balance increased to 3,323.914 units.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider HARDWICK MARK K

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	33.434	$36.54	$1K

Holdings After Transaction: Phantom Stock — 3,323.914 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

HARDWICK MARK K

(Last) (First) (Middle)

200 E JACKSON STREET

(Street)

MUNCIE INDIANA 47305

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
FIRST MERCHANTS CORP [ FRME ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock	(1)	03/23/2026		A		33.434		(1)	(1)	Common Stock	33.434	$36.54	3,323.914	D

Explanation of Responses:

1. Each share of phantom stock is the economic equivalent of one share of FRME common stock. The shares of phantom stock will be settled in cash or shares of FRME common stock, at the reporting person's election, upon separation from First Merchants.

Remarks:

	Paul Cento (Confirming Statement on File)	03/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did FRME CEO Mark Hardwick report on this Form 4?

FRME CEO Mark K. Hardwick reported receiving 33.434 shares of phantom stock as a compensation award. This is a derivative grant, not an open-market stock purchase or sale, and increases his phantom stock balance to 3,323.914 units.

What is the nature of the phantom stock granted to FRME’s CEO?

Each phantom stock unit granted to FRME’s CEO is economically equivalent to one share of FRME common stock. According to the filing, these units will ultimately be settled in either cash or FRME shares, at his election, upon separation from First Merchants.

How many phantom stock units does the FRME CEO hold after this grant?

After this grant, FRME CEO Mark Hardwick holds 3,323.914 phantom stock units. The reported transaction added 33.434 units, which are tied economically to FRME common stock but will only be settled in cash or shares when he separates from the company.

Was this FRME insider transaction a stock purchase or sale in the market?

No, the FRME insider transaction was not a market buy or sell. It was a compensation-related award of 33.434 phantom stock units, recorded with transaction code A, meaning a grant or other acquisition rather than an open-market trade in FRME shares.

When will the FRME CEO’s phantom stock units be settled and how?

The filing states that the CEO’s phantom stock units will be settled upon separation from First Merchants. At that time, they will be paid either in cash or in shares of FRME common stock, at the reporting person’s election, matching their economic value.

What does the price per unit mean in the FRME phantom stock award?

The filing lists a transaction price of $36.54 per phantom stock unit. This amount reflects the valuation used for the 33.434-unit grant on March 23, 2026, helping quantify the compensation value tied to FRME’s common stock for this award.