STOCK TITAN

First Merchants (NASDAQ: FRME) CIO granted 5,000 shares, 1,532 withheld for taxes

(Moderate)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

First Merchants Corp’s Chief Information Officer Stephan Fluhler reported equity compensation and related withholding. On August 3, 2026 he acquired 5,000 shares of common stock as a grant at $43.63 per share. On August 2, 2026, 1,532 shares of common stock were withheld at $43.14 per share to satisfy exercise price or tax liabilities. He also reports 1,652.904 phantom stock units, each economically equivalent to one FRME share and settled in cash or stock at separation, and 3,765.688 shares held indirectly through a 401(k) plan. Restricted Stock Awards total 15,567.651 shares.

Positive

  • None.

Negative

  • None.
Insider FLUHLER STEPHAN
Role Chief Information Officer
Type Security Shares Price Value
Grant/Award Common Stock F1 5,000 $43.63 $218K
Exercise Price or Tax Liability Common Stock 1,532 $43.14 $66K
holding Phantom Stock F2 -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 25,773.717 shares (Direct); Phantom Stock — 1,652.904 shares (Direct); Common Stock — 3,765.688 shares (Indirect, 401(k) Plan)
Footnotes (2)
  1. F1. Includes Restricted Stock Awards totaling 15,567.651 shares
  2. F2. 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.
Stock grant 5,000 shares Common Stock awarded on August 3, 2026 at $43.63 per share
Grant price $43.63 per share Price used to value 5,000-share Common Stock grant
Shares withheld 1,532 shares Common Stock withheld on August 2, 2026 for exercise price or tax liability
Withholding price $43.14 per share Value of 1,532 shares withheld for exercise price or tax liability
Phantom stock units 1,652.904 units Phantom Stock economically equivalent to FRME common stock, settled at separation
401(k) holdings 3,765.688 shares Common Stock held indirectly through a 401(k) Plan
Restricted Stock Awards 15,567.651 shares Restricted Stock Awards referenced in footnote F1
Phantom Stock financial
"Each share of phantom stock is the economic equivalent of one share"
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
Restricted Stock Awards financial
"Includes Restricted Stock Awards totaling 15,567.651 shares"
Restricted stock awards are company shares given to employees or executives that cannot be sold or transferred until certain conditions — like staying with the company for a set time or meeting performance targets — are met, like a gift that is locked in a safe until rules are satisfied. Investors care because these awards tie management’s pay to company performance, can increase the number of shares outstanding when they become tradable (dilution), and may signal expected future selling pressure or commitment to long-term growth.
401(k) Plan financial
"Common Stock held indirectly through a 401(k) Plan"
A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates

FAQ

What insider transactions did FRME executive Stephan Fluhler report?

Stephan Fluhler reported a grant of 5,000 common shares at $43.63 on August 3, 2026 and 1,532 shares withheld at $43.14 on August 2, 2026 to cover exercise price or tax obligations, plus updated phantom stock and 401(k) holdings.

How many FRME shares were granted to the CIO and at what price?

The Chief Information Officer received a 5,000-share grant of FRME common stock at $43.63 per share. This award is categorized as a grant or other acquisition of non-derivative common stock as part of his equity compensation.

Why were 1,532 FRME shares disposed of in this Form 4 filing?

The filing shows 1,532 shares of FRME common stock at $43.14 per share coded "F", indicating a payment of exercise price or tax liability by withholding shares rather than a market sale, with ownership remaining direct.

What phantom stock holdings does Stephan Fluhler report at FRME?

Stephan Fluhler reports 1,652.904 phantom stock units, each economically equivalent to one share of FRME common stock. These units will be settled in cash or FRME shares, at his election, upon separation from First Merchants.

Were Stephan Fluhler’s FRME transactions under a Rule 10b5-1 plan?

The Form 4’s Rule 10b5-1 checkbox is not affirmed (set to false), indicating these transactions were not reported as made under a Rule 10b5-1 trading plan. No footnote in this filing states they were pre-arranged.
SEC Form 4
FORM 4UNITED 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*
FLUHLER STEPHAN

(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)
Director10% Owner
XOfficer (give title below)XOther (specify below)
Chief Information OfficerSenior Vice President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/02/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock08/02/2026F1,532D$43.1420,773.717D
Common Stock08/03/2026A5,000A$43.6325,773.717(1)D
Common Stock3,765.688I401(k) Plan
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock(2) (2) (2)Common Stock1,652.9041,652.904D
Explanation of Responses:
1. Includes Restricted Stock Awards totaling 15,567.651 shares
2. 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)08/04/2026
** Signature of Reporting PersonDate
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)