First Merchants Corporation filings document a financial holding-company disclosure record centered on First Merchants Bank, Nasdaq-listed common stock under FRME, and depositary shares representing Series A non-cumulative perpetual preferred stock under FRMEP. Form 8-K reports cover quarterly operating results, earnings-call exhibits, common and preferred dividend declarations, board changes, compensation-plan actions, and completed merger activity.
Proxy materials describe shareholder voting matters, director elections, board structure, executive compensation, equity awards, and governance practices. Merger-related and capital-structure disclosures record share conversion terms, preferred-stock dividend mechanics, director compensation, and related exhibits for material corporate events.
First Merchants Corporation adopted a 2026 Senior Management Incentive Compensation Program for its named executive officers and other senior leaders. This cash-based, non-equity plan ties bonus payouts to operating performance, measured primarily by operating earnings on a diluted GAAP basis.
For 2026, potential SMICP cash payments as a percentage of base salary range by role. The Chief Executive Officer can earn 40% of base salary at threshold, 80% at target, and up to 160% at maximum. The President and the Chief Financial Officer each have 30%, 60%, and 120% levels, while the Chief Credit Officer and Chief Commercial Officer each have 25%, 50%, and 100% levels.
Most executives’ bonuses depend entirely on company operating earnings, while the Chief Commercial Officer’s award is based 70% on operating earnings and 30% on operating revenue and net contribution from the Commercial line of business. Payouts are interpolated between threshold and maximum, require employment at payment (with limited exceptions), and are subject to the company’s clawback policy for materially inaccurate financial statements or as required by law.
A holder of First Merchants Corporation common stock has filed a notice to sell 3227 shares under Rule 144. These shares, with an aggregate market value of 131693.87, are to be sold through Broadridge Corporate Issuer Solutions, Inc. on Nasdaq around 02/04/2026.
The securities to be sold are common stock previously acquired on 07/09/2024 by exercising options from First Merchants Corporation, with payment also made on that date via option exercise. The filer represents they are not aware of undisclosed material adverse information about the issuer.
First Merchants Corporation completed its acquisition of First Savings Financial Group, Inc. under a previously signed merger agreement. The merger became effective as of 12:01 a.m. Eastern Time on February 1, 2026, when First Savings merged into First Merchants.
Each share of First Savings common stock was converted into the right to receive 0.85 share of First Merchants common stock, plus cash instead of any fractional shares, in a tax-free exchange. Based on this exchange, First Merchants expects to issue approximately 6.1 million shares of its common stock.
Immediately before closing, First Savings restricted stock awards were exchanged for First Merchants shares using the same exchange ratio. Outstanding First Savings stock options were cancelled for a cash payment per share equal to $32.59 minus the exercise price and applicable taxes, paid by First Savings. After the holding company merger, First Savings Bank also merged into First Merchants Bank, which continues as the surviving bank.
First Merchants Corporation furnished an update on its fourth quarter and full-year performance by issuing a press release covering financial results for the quarter ended December 31, 2025. The company released this information on January 26, 2026 and attached the press release as Exhibit 99.1.
First Merchants also scheduled a fourth quarter 2025 earnings conference call and webcast for January 27, 2026 at 9:00 a.m. Eastern Time, using a slide presentation furnished as Exhibit 99.2. The company specifies that the press release and presentation are being furnished, not filed, under the securities laws and will only be incorporated into other documents if expressly referenced.
First Merchants Corporation reported that it has received a non-objection from the Federal Reserve Bank of Chicago for its requested waiver of application related to its pending merger with First Savings Financial Group, Inc.
The company previously obtained approvals from the Federal Deposit Insurance Corporation and the Indiana Department of Financial Institutions, so all required regulatory approvals for the merger are now in place. Boards of both companies have approved the transaction, and First Savings’ shareholders approved it at a special meeting on December 19, 2025.
With these steps completed, First Merchants and First Savings anticipate that the merger will become effective as of February 1, 2026, subject to satisfaction of customary closing conditions in the merger agreement. The company also cautions that forward-looking statements about the merger involve risks, including potential failure to meet closing conditions or termination of the agreement.
First Merchants Corp’s new Chief Risk Officer, Eva A. Scurlock, has filed an initial ownership report showing her equity position in the company. She beneficially owns 23,290.128 shares of common stock, which includes 2,223.109 shares from restricted stock awards. She also holds employee stock options to buy 5,986 and 681 shares of common stock at an exercise price of $21.79 per share, expiring on February 18, 2026, and an additional 4,762 shares at $26.04 per share, expiring on February 15, 2028. All holdings are reported as directly owned.
FIRST MERCHANTS CORP filed a quarterly Form 13F holdings report as an institutional investment manager. The firm reports that it alone is responsible for this filing, with 0 other included managers. The information table covers 513 separate investment positions with a combined reported value of $2,700,283,340, rounded to the nearest dollar. The report is signed by Heather Roche, Assistant Manager for Private Wealth Operations, confirming that all required schedules and tables are included.
First Merchants Corporation reported that its Board of Directors has declared a quarterly cash dividend on its 7.50% Non-Cumulative Perpetual Preferred Stock, Series A. The dividend is $46.88 per preferred share, which equals $0.4688 per depositary share. The dividend is payable on February 16, 2026 to stockholders of record as of January 30, 2026.
First Merchants Corporation announced that director Patrick Fehring retired from the Board effective immediately on November 14, 2025. He had served since 2022 and was a member of the Risk and Credit Policy Committee. The company stated his retirement was not due to any disagreement regarding operations, policies, or practices.
On the same date, the Board size was reduced from 13 to 12 members, reflecting Mr. Fehring’s departure.
First Merchants Corporation announced a cash dividend of $0.36 per common share. The dividend is payable on December 19, 2025 to common stockholders of record as of December 5, 2025. The company furnished a press release as Exhibit 99.1.
The disclosure is presented under Item 8.01 (Other Events) and specifies that the information is furnished, not filed, under the Exchange Act.