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First Merchants CEO gets 30 phantom stock units

CEO Mark K. Hardwick received additional phantom stock units tied to FRME’s share value, payable at separation.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

FIRST MERCHANTS CORP (symbol: FRME) is the issuer of record for a Form 4 filing submitted to the SEC. HARDWICK MARK K reported acquisition or exercise transactions in this Form 4 filing.

FIRST MERCHANTS CORP (FRME) reported that Chief Executive Officer and director Mark K. Hardwick received a grant of 30.386 shares of phantom stock on September 18, 2026. Following this award, he holds 3,385.081 phantom stock units, each economically equivalent to one share of FRME common stock.

The phantom stock will be settled in cash or FRME common shares, at Hardwick’s election, upon his separation from First Merchants.

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Insider HARDWICK MARK K
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Phantom Stock F1 30.386 $40.50 $1K
Holdings After Transaction: Phantom Stock — 3,385.081 contracts (Direct)
Footnotes (1)
  1. F1. 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.
Phantom stock granted 30.386 units Grant to CEO Mark K. Hardwick on September 18, 2026
Reference value per phantom stock unit $40.50 per unit Price field associated with the September 18, 2026 grant
Total phantom stock after grant 3,385.081 units Direct phantom stock holdings of Mark K. Hardwick following the transaction
Underlying common stock equivalence 1 FRME share per unit Each phantom stock unit is the economic equivalent of one FRME common share
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.
economic equivalent financial
"is the economic equivalent of one share of FRME common stock"
settled in cash or shares financial
"will be settled in cash or shares of FRME common stock"
separation from First Merchants financial
"upon separation from First Merchants"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did FRME report for CEO Mark K. Hardwick?

FRME reported that CEO Mark K. Hardwick acquired 30.386 shares of phantom stock on September 18, 2026, as a grant or award, increasing his total phantom stock holdings to 3,385.081 units.

What is the economic value of the phantom stock granted to the FRME CEO?

Each phantom stock unit is economically equivalent to one share of FRME common stock. The grant of 30.386 units therefore tracks the value of 30.386 FRME common shares, based on a reference value of $40.50 per unit stated in the filing.

How and when will the FRME phantom stock for the CEO be settled?

The phantom stock units will be settled in cash or shares of FRME common stock, at Mark K. Hardwick’s election, upon his separation from First Merchants, according to the footnote disclosure.

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

After the September 18, 2026 grant, Mark K. Hardwick holds 3,385.081 phantom stock units directly, each tied to the value of one FRME common share.

Was the FRME CEO’s phantom stock grant made under a Rule 10b5-1 trading plan?

The filing indicates the Rule 10b5-1 checkbox is not affirmed, and there is no footnote stating the grant was made under a Rule 10b5-1 or other pre-arranged trading plan.

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

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Learn about SEC filing dates
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*
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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/18/2026
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
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(1)09/18/2026A30.386 (1) (1)Common Stock30.386$40.53,385.081D
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)09/22/2026
** 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)

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