8-K current report · filed Sep 24, 2026

FIRST MERCHANTS CORP (FRME) 8-K Current Report: September 24, 2026

Item 1.01Item 8.01Item EX-99.1FRME overview

Short answer

FIRST MERCHANTS CORP (FRME) filed an 8-K current report with the SEC on September 24, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 8.01 (Other Events), Item EX-99.1 (Exhibit EX-99.1). $100 million subordinated notes due 2036, strengthening First Merchants’ regulatory capital and funding flexibility.

FIRST MERCHANTS CORP 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • $100 million subordinated notes due 2036, strengthening First Merchants’ regulatory capital and funding flexibility
  • 6.750% fixed-to-floating coupon creates substantial interest expense and future floating-rate exposure
  • Registered public offering under effective Form S-3 shelf, enabling market access without a new registration process
  • Subordinated ranking increases investor risk versus senior debt, while supporting balance-sheet growth capacity

Item 8.01 · Other Events

  • First Merchants priced an offering of Notes on September 23, 2026
  • Debt issuance creates new financing obligations for the Corporation
  • Offering terms and proceeds use require review of Exhibit 99.1

Item EX-99.1 · Exhibit EX-99.1

  • $100 million subordinated notes priced at 6.750% fixed interest through October 1, 2031
  • Floating rate thereafter at expected Three-Month Term SOFR plus 202 basis points, creating future interest-rate exposure
  • Maturity October 1, 2036, with issuer redemption beginning October 1, 2031
  • Proceeds intended for general corporate purposes, including potential common-share repurchases
  • Notes expected to qualify as Tier 2 capital, strengthening regulatory capital while increasing funding costs

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