Skip to content

8-KAccepted Sep 25, 2:10 PM ET

First Merchants Corp Issues $100M 6.75% Subordinated Notes Due 2036

FRMEFIRST MERCHANTS CORP

Accepted (ET)

2:10 PM

Sep 25, 2026

Filed

Sep 25, 2026

Documents

16

Size

878.6 KB

Summary

First Merchants Corp Issues $100M 6.75% Subordinated Notes Due 2036

Updated

What Happened
First Merchants Corporation announced on September 25, 2026 that it entered into an Indenture with U.S. Bank Trust Company, N.A. and issued $100 million aggregate principal amount of 6.750% Fixed-to-Floating Rate Subordinated Notes due October 1, 2036 (the “Notes”). The company filed the related Indenture documents and legal opinion with the SEC (Exhibits included) and made the offering under an effective Form S-3ASR shelf registration.

Key Details

  • $100,000,000 aggregate principal amount of subordinated notes issued.
  • Fixed interest of 6.750% per year through October 1, 2031, paid semi‑annually (April 1 and October 1), beginning April 1, 2027.
  • From October 1, 2031 to (but excluding) October 1, 2036 the Notes convert to a floating rate: expected Three‑Month Term SOFR (reset quarterly) + 202 basis points, paid quarterly beginning January 1, 2032; benchmark floored at 0%.
  • Maturity date: October 1, 2036. Callable by the company beginning October 1, 2031 (and on any interest date thereafter) at 100% of principal plus accrued interest; also callable earlier in whole (not in part) upon certain events (Tax Event, regulatory capital treatment change, or requirement to register as an investment company), subject to Federal Reserve approval if required.
  • Trustee: U.S. Bank Trust Company, National Association. Indenture and supplemental indenture dated September 25, 2026.

Why It Matters
This filing creates a new long‑term subordinated debt obligation for First Merchants, which typically counts as Tier 2 regulatory capital if allowed by regulators. The Notes increase the company’s funded liabilities and will add interest expense (fixed through 2031, then variable). Investors should note the fixed-to-floating structure (interest rate reset in 2031), the long maturity (2036), and the company’s redemption rights, all of which affect credit profile, capital ratios, and interest cost over time. The filing also constitutes the creation of a direct financial obligation on the company’s balance sheet.

AI-written summary · check the filing