FIRST MERCHANTS CORP 8-K

What Happened
On May 19, 2026, First Merchants Corporation filed an 8-K announcing the immediate retirement of director Gary Lehman, who had served on the Board since 2011 and was a member of the Compensation and Human Resources Committee. The Board appointed Paul Fultz to fill the vacancy created by Mr. Lehman’s retirement; Mr. Fultz’s initial term runs until the 2027 Annual Meeting, when he will be considered for election to a one‑year term. Mr. Fultz was also appointed to the Corporation’s Audit Committee.

Key Details

• Gary Lehman retired from the Board effective May 19, 2026; his retirement was not due to any disagreement with the company.
• Paul Fultz appointed May 19, 2026; initial term ends at the 2027 Annual Meeting.
• Compensation: Mr. Fultz will receive a pro rata portion of the standard director annual retainer and participate in the Equity Compensation Plan for Non‑Employee Directors.
• The filing states Mr. Fultz has no material transactions with the company requiring disclosure under SEC rules.

Why It Matters
Board membership and committee assignments affect corporate oversight. Adding Mr. Fultz to the Board and the Audit Committee changes the mix of directors responsible for financial oversight and governance. The filing indicates an orderly transition (no disagreement and no material related-party transactions disclosed), which is typically seen as neutral-to-positive from a governance perspective for shareholders.