Statistiques de base
| CIK | 1360683 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Talmer Bancorp, Inc.
SEC Filings (Chronological Order)
Cette page fournit une liste complète et chronologique des documents déposés auprès de la SEC, à l'exclusion des documents relatifs à la participation que nous fournissons ailleurs.
| February 14, 2017 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Talmer Bancorp, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 87482X101 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is file |
|
| September 12, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36308 Talmer Bancorp, Inc. (Exact name of registrant as specified in its |
|
| September 1, 2016 |
Talmer Bancorp TALMER SC TO-I/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Final Amendment) TALMER BANCORP, INC. (Name of Subject Company (Issuer)) TALMER BANCORP, INC. (Name of Filing Persons (Offeror)) Options to Purchase Class A Common Stock, $1.00 Par Value Per Shar |
|
| September 1, 2016 |
Talmer Bancorp TALMER FORM S-8 POS Registration No. 333-195017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-195017 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 talmer bancorp, inc. (Exact name of registrant as specified in its charter) Michigan 61-1511150 (State or other jurisdiction of incorporation or organization) (I.R |
|
| August 31, 2016 |
EX-99.1 2 tlmrex991083116.htm PRESS RELEASE EXHIBIT 99.1 For further information: David B. Ramaker, CEO Dennis L. Klaeser, CFO 989-839-5350 CHEMICAL FINANCIAL CORPORATION COMPLETES MERGER WITH TALMER BANCORP, INC. Five new directors named to Chemical’s Board; Two banking executives named to Executive Management Leadership Committee Midland, MI, August 31, 2016 - Chemical Financial Corporation ("Ch |
|
| August 31, 2016 |
8-K 1 tlmr8k083116.htm TALMER FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 31, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporati |
|
| August 10, 2016 |
CHEMICAL FINANCIAL CORPORATION RECEIVES REGULATORY APPROVALS OF ITS MERGER WITH TALMER BANCORP, INC. Exhibit For further information: Chemical Financial Corporation: David B. Ramaker, CEO Lori A. Gwizdala, CFO 989-839-5350 Talmer Bancorp, Inc.: Dennis Klaeser, CFO 248-498-2848 CHEMICAL FINANCIAL CORPORATION RECEIVES REGULATORY APPROVALS OF ITS MERGER WITH TALMER BANCORP, INC. Midland, MI, August 10, 2016- Chemical Financial Corporation ("Chemical") (Nasdaq: CHFC), holding company for Chemical Ban |
|
| August 10, 2016 |
8-K 1 a8kdirectordepartureandmer.htm 8-K DIRECTOR DEPARTURE AND MERGER CLOSE DATE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 9, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan ( |
|
| August 5, 2016 |
Talmer Bancorp SECOND QUARTER ENDED JUNE 30, 2016 10-Q (Quarterly Report) 10-Q 1 tlmr-2016630x10q.htm SECOND QUARTER ENDED JUNE 30, 2016 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For |
|
| August 2, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 2, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) 6 |
|
| August 2, 2016 |
august2016investorpresen Creating a Preeminent Midwest Community Bank August 2, 2016 KBW Community Bank Investor Conference David B. |
|
| August 1, 2016 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 1, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File |
|
| July 27, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 27, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File N |
|
| July 27, 2016 |
Exhibit Exhibit 99.1 Talmer Bancorp, Inc. reports second quarter 2016 net income of $20.2 million , representing $0.28 of earnings per diluted average common share Second quarter 2016 net loan growth of $125.2 million, or 10.3% on an annualized basis TROY, Mich., July 27, 2016 - Talmer Bancorp, Inc. (NASDAQ: TLMR) (?Talmer?) today reported second quarter 2016 net income of $20.2 million , compared |
|
| July 19, 2016 |
Exhibit Exhibit (a)(1)(iv) July 19, 2016 Dear Holder of Options to Purchase Shares of Class A Common Stock of Talmer Bancorp, Inc. |
|
| July 19, 2016 |
Exhibit Exhibit (a)(1)(iii) TALMER BANCORP, INC. FORM OF NOTICE OF WITHDRAWAL BY [Name of employee to be inserted] OF PREVIOUSLY TENDERED OPTIONS PURSUANT TO THE OFFER TO PURCHASE DATED JULY 19, 2016 THE WITHDRAWAL RIGHTS DESCRIBED BELOW WILL EXPIRE AT 5:00 P.M., EASTERN TIME, ON AUGUST 29, 2016, UNLESS THE OFFER IS EXTENDED All terms used in this notice of withdrawal (this ?withdrawal letter?) bu |
|
| July 19, 2016 |
Exhibit Exhibit (a)(1)(ii) TALMER BANCORP, INC. ELECTION TO TENDER OPTIONS PURSUANT TO THE OFFER TO PURCHASE DATED JULY 19, 2016 To: TALMER BANCORP, INC. I have received the Offer to Purchase for Cash Outstanding Options to Purchase Shares of Class A Common Stock of Talmer Bancorp, Inc. (?Talmer?) dated July 19, 2016 (the ?Offer to Purchase?) and this Election to Tender Options (the ?election form |
|
| July 19, 2016 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 TALMER BANCORP, INC. (Name of Subject Company (Issuer)) TALMER BANCORP, INC. (Name of Filing Persons (Offeror)) Options to Purchase Class A Common Stock, $1.00 Par Value Per Share (Title |
|
| July 19, 2016 |
EX-1.AI 2 exhibita1i.htm EXHIBIT 1.AI Exhibit (a)(1)(i) Offer to Purchase for Cash Outstanding Options to Purchase Shares of Class A Common Stock of Talmer Bancorp, Inc. THE TENDER OFFER AND WITHDRAWAL RIGHTS DESCRIBED BELOW WILL EXPIRE AT 5:00 P.M., EASTERN TIME, ON AUGUST 29, 2016 UNLESS THE TENDER OFFER IS EXTENDED BY TALMER BANCORP, INC. Talmer Bancorp, Inc., a Michigan corporation (“Talmer,” |
|
| July 14, 2016 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 14, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File N |
|
| July 14, 2016 |
Talmer Bancorp, Inc. Merger Receives Overwhelming Approval from Shareholders EX-99.1 2 specialshareholdermeetingv.htm EXHIBIT 99.1 PRESS RELEASE For further information Dennis Klaeser, CFO 248-498-2848 Talmer Bancorp, Inc. Merger Receives Overwhelming Approval from Shareholders • Over 99 percent of Talmer Bancorp, Inc. shares that were cast voted in favor of the merger with Chemical Financial Corporation • The merger will create new opportunities for expanded community ini |
|
| July 13, 2016 |
Talmer Bancorp 425 (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 13, 2016 Chemical Financial Corporation (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 000-08185 (Commission File |
|
| July 11, 2016 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 11, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File N |
|
| July 7, 2016 |
Talmer Bancorp 8-K (Prospectus) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 7, 2016 Chemical Financial Corporation (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 000-08185 (Commissi |
|
| July 7, 2016 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 7, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Nu |
|
| July 7, 2016 |
Talmer Bancorp 8-K SUPPLEMENTAL PROXY DISCLOSURE (Prospectus) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 7, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Nu |
|
| July 7, 2016 |
Talmer Bancorp 425 FILING MERGER VOTE REMINDER NOTICE (Prospectus) Document Filed by Chemical Financial Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Talmer Bancorp, Inc. |
|
| July 5, 2016 |
Talmer Bancorp 425 FILING SECOND REMINDER NOTICE (Prospectus) Document Filed by Talmer Bancorp, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Company: Talmer Bancorp, Inc. (Commission File No. 001-36308) YOUR VOTE IS IMPORTANT PLEASE VOTE THE ENCLOSED PROXY CARD TODAY July 5, 2016 Dear Fellow Shareholder, The Special Meeting of Shareholders of Talmer Bancor |
|
| June 22, 2016 |
Talmer Bancorp FIRST VOTING REMINDER (Prospectus) Filed by Talmer Bancorp, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Company: Talmer Bancorp, Inc. (Commission File No. 001-36308) YOUR VOTE IS IMPORTANT PLEASE VOTE YOUR PROXY TODAY June 22, 2016 Dear Fellow Shareholder, We value your input as a shareholder of Talmer Bancorp, Inc. According to |
|
| June 13, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive P |
|
| June 13, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 TALMER BANCORP, INC. (Name of Subject Company (Issuer)) TALMER BANCORP, INC. (Name of Filing Persons (Offeror)) Options to Purchase Class A Common Stock, $1.00 Par Value Per Share (Title of Class |
|
| May 6, 2016 |
Talmer Bancorp 10-Q 1Q 2016 (Quarterly Report) 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
|
| April 27, 2016 |
Exhibit 99.1 Talmer Bancorp, Inc. reports first quarter 2016 net income of $19.7 million , representing $0.28 of earnings per diluted average common share Talmer Bancorp, Inc. declares cash dividend on common stock of $0.05 per share TROY, Mich., April 27, 2016 - Talmer Bancorp, Inc. (NASDAQ: TLMR) (“Talmer”) today reported first quarter 2016 net income of $19.7 million , compared to $13.1 million |
|
| April 27, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 27, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Numbe |
|
| April 19, 2016 |
Talmer Bancorp 425 TRANSCRIPT OF CHFC 1Q16 EARNINGS CALL (Prospectus) 425 Filed by Chemical Financial Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Talmer Bancorp, Inc. |
|
| April 15, 2016 |
Chemical Financial Corporation Reports 2016 First Quarter Operating Results Exhibit 99.1 Filed by Chemical Financial Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Talmer Bancorp, Inc. Commission File Number: 001-36308 For further information: David B. Ramaker, CEO Lori A. Gwizdala, CFO 989-839-5350 Chemical Financial Corporation Reports 2016 First Quarte |
|
| April 15, 2016 |
Talmer Bancorp 425 8-K CHFC 2016 Q1 (Prospectus) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2016 Chemical Financial Corporation (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 000-08185 (Commission |
|
| March 31, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 TALMER BANCORP, INC. (Name of Subject Company (Issuer)) TALMER BANCORP, INC. (Name of Filing Persons (Offeror)) Options to Purchase Class A Common Stock, $1.00 Par Value Per Share (Title of Class |
|
| March 30, 2016 |
Talmer Bancorp 10-K/A (Annual Report) 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-3630 |
|
| March 4, 2016 |
Talmer Bancorp 425 CHFC 2015 LETTER TO SHAREHOLDERS (Prospectus) 425 Filed by Chemical Financial Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Talmer Bancorp, Inc. Commission File Number: 001-36308 |
|
| February 29, 2016 |
Talmer Bancorp 10-K DECEMBER 31, 2015 (Annual Report) 10-K Use these links to rapidly review the document TABLE OF CONTENTS Item 8. Financial Statements and Supplementary Data. Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 or [ ] TRANSITION REPORT PURSUANT TO SECTION |
|
| February 29, 2016 |
Exhibit 21.1 List of Subsidiaries The following is a list of the subsidiaries of Talmer Bancorp, Inc. as of February 29, 2016, including the name of each subsidiary and its jurisdiction of incorporation: Talmer Bank and Trust Michigan First Place Capital Trust Delaware First Place Capital Trust II Delaware First Place Capital Trust III Delaware First of Huron Capital Trust I Delaware |
|
| February 29, 2016 |
Exhibit 10.21 Director Restricted Stock Agreement Talmer Bancorp, Inc. Equity Incentive Plan Participant: No. of Shares: Date of Grant: June 8, 2015 This Restricted Stock Agreement (the “Agreement”) evidences the grant to the Participant named above (“you” or “Participant”) of the number of restricted shares set forth above (each, an “Award Share,” and collectively, the “Award Shares”) of the $1.0 |
|
| February 29, 2016 |
Exhibit 10.5 CHANGE IN CONTROL AGREEMENT This CHANGE IN CONTROL AGREEMENT (this “Agreement”) by and among TALMER BANCORP, INC., a Michigan corporation (the “Corporation”), TALMER BANK AND TRUST, a state chartered banking institution and wholly-owned subsidiary of the Corporation (the “Bank”) and Greg Bixby (“Officer”) is made and entered into on September 20, 2014 (the “Effective Date”). The Corpo |
|
| February 29, 2016 |
Exhibit 10.27 Restricted Stock Agreement Talmer Bancorp, Inc. Equity Incentive Plan Participant: No. of Shares: Date of Grant: FEBRUARY 22, 2016 This Restricted Stock Agreement (the “Agreement”) evidences the grant to the Participant named above (“you” or “Participant”) of the number of restricted shares set forth above (each, an “Award Share,” and collectively, the “Award Shares”) of the $1.00 pa |
|
| February 29, 2016 |
Exhibit 10.4 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) by and among FIRST MICHIGAN BANCORP, INC., a Michigan corporation (the “Corporation”), FIRST MICHIGAN BANK, a state chartered banking institution and wholly-owned subsidiary of the Corporation (the “Bank”) and Thomas C. Shafer (“Executive”) is made and entered into as of May 17, 2010 (the “Effective Date”). The Corporat |
|
| February 26, 2016 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 22, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Nu |
|
| February 26, 2016 |
EX-10.1 2 exhibit101formofrestricted.htm EXHIBIT 10.1 FORM OF RESTRICTED STOCK Exhibit 10.1 Restricted Stock Agreement Talmer Bancorp, Inc. Equity Incentive Plan Participant: No. of Shares: Date of Grant: FEBRUARY 22, 2016 This Restricted Stock Agreement (the “Agreement”) evidences the grant to the Participant named above (“you” or “Participant”) of the number of restricted shares set forth above |
|
| February 16, 2016 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Talmer Bancorp, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 87482X101 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is file |
|
| February 11, 2016 |
TLMR / Talmer Bancorp, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Talmer Bancorp, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 87482X101 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
|
| February 11, 2016 |
Financial Statements and Exhibits, Other Events 8-K 1 a8kfeb2016investorpresenta.htm 8-K FEB 2016 INVESTOR PRESENTATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 11, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State o |
|
| February 11, 2016 |
investordeck21016final Strategic Merger: Joining Two High Performing Banks February 2016 2 Forward ? Looking Statements This presentation contains forward?looking statements regarding the outlook and expectations of Chemical Financial Corporation (?Chemical? or ?CHFC?) and Talmer Bancorp, Inc. |
|
| February 11, 2016 |
Talmer Bancorp 8-K FEB 2016 INVESTOR PRESENTATION (Prospectus) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 11, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Nu |
|
| February 11, 2016 |
investordeck21016final Strategic Merger: Joining Two High Performing Banks February 2016 2 Forward ? Looking Statements This presentation contains forward?looking statements regarding the outlook and expectations of Chemical Financial Corporation (?Chemical? or ?CHFC?) and Talmer Bancorp, Inc. |
|
| February 11, 2016 |
EX-99.1 2 ex991chfctlmrinvpres21116.htm EXHIBIT 99.1 INVESTOR PRESENTATION Exhibit 99.1 Filed by Chemical Financial Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Talmer Bancorp, Inc. Commission File Number: 001-36308 |
|
| February 11, 2016 |
TLMR / Talmer Bancorp, Inc. / VANGUARD GROUP INC Passive Investment talmerbancorpinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Talmer Bancorp Inc Title of Class of Securities: Common Stock CUSIP Number: 87482X101 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box |
|
| February 11, 2016 |
Chemical Financial 425 8-K CHFC TLMR INV PRES FEB 2016 (Prospectus) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2016 Chemical Financial Corporation (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 000-08185 (Commissi |
|
| February 5, 2016 |
Exhibit 1 Joint Filing Agreement In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree that only one statement containing the information required by Schedule 13G and any further amendments thereto need to be filed with respect to the beneficial ownership by each of the undersigned of shares of Class A Common Stock of Talmer Bancorp, Inc. |
|
| February 5, 2016 |
TLMR / Talmer Bancorp, Inc. / WL ROSS & CO LLC - SCHEDULE 13G, AMENDMENT NO. 1 Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* TALMER BANCORP, INC. (Name of Issuer) Class A Common Stock, par value $1.00 per share (Title and Class of Securities) 87482X101 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
|
| February 5, 2016 |
Disclaimer of Beneficial Ownership EX-99.2 3 ex2.htm EXHIBIT 2 - DISCLAIMER OF BENEFICIAL OWNERSHIP Exhibit 2 Disclaimer of Beneficial Ownership Each of the undersigned disclaims beneficial ownership of the securities referred to in the Schedule 13G to which this exhibit is attached, and the filing of such Schedule 13G shall not be construed as an admission that any of the undersigned is, for the purpose of Section 13(d) or 13(g) o |
|
| February 1, 2016 |
Exhibit Exhibit 99.1 Filed by Chemical Financial Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Talmer Bancorp, Inc. Commission File Number: 001-36308 |
|
| February 1, 2016 |
Talmer Bancorp 8-K JANUARY 2016 MERGER ROADSHOW (Prospectus) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 1, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Num |
|
| February 1, 2016 |
revisedfinalinvestordeck Strategic Merger: Joining Two High Performing Banks Feb 1, 2016 2 Forward ? Looking Statements This presentation contains forward?looking statements regarding the outlook and expectations of Chemical Financial Corporation (?Chemical? or ?CHFC?) and Talmer Bancorp, Inc. |
|
| February 1, 2016 |
Talmer Bancorp 8-K/A REVISED SLIDESHOW DECK (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8 ? K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 1, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File |
|
| February 1, 2016 |
january2016roadshowprese Strategic Merger: Joining Two High Performing Banks Feb 1, 2016 2 Forward ? Looking Statements This presentation contains forward?looking statements regarding the outlook and expectations of Chemical Financial Corporation (?Chemical? or ?CHFC?) and Talmer Bancorp, Inc. |
|
| February 1, 2016 |
Talmer Bancorp 8-K/A REVISED SLIDESHOW DECK (Prospectus) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8 ? K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 1, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File |
|
| February 1, 2016 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 1, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) |
|
| February 1, 2016 |
revisedfinalinvestordeck Strategic Merger: Joining Two High Performing Banks Feb 1, 2016 2 Forward ? Looking Statements This presentation contains forward?looking statements regarding the outlook and expectations of Chemical Financial Corporation (?Chemical? or ?CHFC?) and Talmer Bancorp, Inc. |
|
| February 1, 2016 |
Chemical Financial 425 8-K CHFC TLMR INVESTOR PRESENTATION (Prospectus) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2016 Chemical Financial Corporation (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 000-08185 (Commissio |
|
| February 1, 2016 |
january2016roadshowprese Strategic Merger: Joining Two High Performing Banks Feb 1, 2016 2 Forward ? Looking Statements This presentation contains forward?looking statements regarding the outlook and expectations of Chemical Financial Corporation (?Chemical? or ?CHFC?) and Talmer Bancorp, Inc. |
|
| January 29, 2016 |
Talmer Bancorp 425 PAUL W SMITH RADIO INTERVIEW (Prospectus) 425 Filed by Talmer Bancorp, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Talmer Bancorp, Inc. (Commission File No. 001-36308) Radio Interview: Paul W. Smith Show, News/Talk WJR 760AM HOST: On the one other big story of the banks coming together, the one that was quietly slipped in after |
|
| January 27, 2016 |
Chemical Financial CHEMICAL FAQ FOR EMPLOYEES (Prospectus) Filed by Chemical Financial Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Talmer Bancorp, Inc. |
|
| January 27, 2016 |
Chemical Financial TRANSCRIPT OF CALL (Prospectus) Filed by Chemical Financial Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Talmer Bancorp, Inc. |
|
| January 27, 2016 |
Talmer Bancorp 425 MERGER ANNOUNCEMENT TRANSCRIPT (Prospectus) 425 Filed by Talmer Bancorp, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Talmer Bancorp, Inc. (Commission File No. 001-36308) Explanatory Note This communication is filed pursuant to Rule 425 and amends and supersedes, in its entirety, the communication filed by Talmer Bancorp, Inc. with |
|
| January 27, 2016 |
Talmer Bancorp 425 TRANSCRIPT OF Q4 2015 EARNINGS AND MERGER CONFERENCE CALL (Prospectus) 425 Filed by Talmer Bancorp, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Talmer Bancorp, Inc. Commission File Number: 001-36308 Chemical Bank Moderator: Michelle Pilaske 01-26-16/10:00 am CT Confirmation # 382986 Page 25 Chemical Financial Corporation Moderator: Michelle Pilaske January 26, 2016 11:00 am ET Operator: Please stand by; we?re about to begin. Good day a |
|
| January 26, 2016 |
Chemical Financial FORM 425 TRANSCRIPT (Prospectus) Filed by Chemical Financial Corporation Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Talmer Bancorp, Inc. |
|
| January 26, 2016 |
EXHIBIT 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER BY AND BETWEEN CHEMICAL FINANCIAL CORPORATION AND TALMER BANCORP, INC. Dated as of January 25, 2016 Table of Contents Page ARTICLE I THE MERGER 2 1.1 The Merger 2 1.2 Effective Time 2 1.3 Effects of the Merger 2 1.4 Conversion of Shares 2 1.5 Stock Options and Other Stock-Based Awards 3 1.6 Articles of Incorporation 5 1.7 Bylaws 5 1.8 Tax Con |
|
| January 26, 2016 |
Exhibit AGREEMENT AND PLAN OF MERGER BY AND BETWEEN CHEMICAL FINANCIAL CORPORATION AND TALMER BANCORP, INC. |
|
| January 26, 2016 |
Exhibit Exhibit 99.1 Talmer Bancorp, Inc. reports fourth quarter 2015 net income of $13.1 million , representing $0.19 of earnings per diluted average common share FDIC loss share agreements and warrant terminated resulting in an after-tax charge of approximately $13.9 million, or $0.20 per diluted common share Talmer Bancorp, Inc. increases cash dividend on common stock to $0.05 from $0.01 per sh |
|
| January 26, 2016 |
investorpresentation Strategic Merger: Creating Michigan?s Community Bank And Building Scale in Neighboring States January 26, 2016 Forward ? Looking Statements 2 This presentation and the accompanying audio presentation contains forward?looking statements regarding the outlook and expectations of Chemical Financial Corporation (?Chemical? or ?CHFC?) and Talmer Bancorp, Inc. |
|
| January 26, 2016 |
Exhibit AGREEMENT AND PLAN OF MERGER BY AND BETWEEN CHEMICAL FINANCIAL CORPORATION AND TALMER BANCORP, INC. |
|
| January 26, 2016 |
Financial Statements and Exhibits, Other Events 8-K 1 a8kinvestorpresentationjan.htm 8-K PLAN OF MERGER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 26, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdict |
|
| January 26, 2016 |
Talmer Bancorp 8-K JOINT MERGER AGREEMENT (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 25, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Num |
|
| January 26, 2016 |
Chemical Financial CHEMICAL FORM 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2016 Chemical Financial Corporation (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 000-08185 (Commission Fi |
|
| January 26, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 26, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Num |
|
| January 26, 2016 |
FOURTH AMENDED AND RESTATED BYLAWS TALMER BANCORP, INC. (Effective as of January 25, 2016) ARTICLE I Exhibit FOURTH AMENDED AND RESTATED BYLAWS OF TALMER BANCORP, INC. (Effective as of January 25, 2016) ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE. The registered office of the corporation shall be at such place as the board of directors shall from time to time determine. SECTION 2. OTHER OFFICES. The corporation may also have offices at such other places both within and outside the State of Mic |
|
| January 26, 2016 |
EXHIBIT 99.1 Strategic Merger: Creating Michigan?s Community Bank And Building Scale in Neighboring States January 26, 2016 Forward ? Looking Statements 2 This presentation and the accompanying audio presentation contains forward - looking statements regarding the outlook and expectations of Chemical Financial Corporation (?Chemical? or ?CHFC?) and Talmer Bancorp, Inc . (?Talmer? or ?TLMR ?) with |
|
| January 26, 2016 |
Talmer Bancorp 8-K JOINT MERGER AGREEMENT (Prospectus) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 25, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Num |
|
| January 26, 2016 |
Talmer Bancorp 8-K PLAN OF MERGER (Prospectus) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 26, 2016 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Num |
|
| January 26, 2016 |
Chemical Financial Corporation to Partner With Talmer Bancorp, Inc. EXHIBIT 99.1 For further information: Chemical Financial Corporation: David B. Ramaker, CEO Lori A. Gwizdala, CFO 989-839-5350 Talmer Bancorp, Inc.: Dennis Klaeser, CFO 248-498-2848 Chemical Financial Corporation to Partner With Talmer Bancorp, Inc. Transformational strategic merger will create $16 billion-asset community bank Enhances preeminent Michigan-based retail banking franchise into Detroi |
|
| January 26, 2016 |
Chemical Financial CHEMICA FORM 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2016 Chemical Financial Corporation (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 000-08185 (Commission Fi |
|
| January 26, 2016 |
Chemical Financial Corporation to Partner With Talmer Bancorp, Inc. Exhibit For further information: Chemical Financial Corporation: David B. Ramaker, CEO Lori A. Gwizdala, CFO 989-839-5350 Talmer Bancorp, Inc.: Dennis Klaeser, CFO 248-498-2848 Chemical Financial Corporation to Partner With Talmer Bancorp, Inc. ? Transformational strategic merger will create $16 billion-asset community bank ? Enhances preeminent Michigan-based retail banking franchise into Detroit |
|
| January 26, 2016 |
Chemical Financial Corporation to Partner With Talmer Bancorp, Inc. Exhibit For further information: Chemical Financial Corporation: David B. Ramaker, CEO Lori A. Gwizdala, CFO 989-839-5350 Talmer Bancorp, Inc.: Dennis Klaeser, CFO 248-498-2848 Chemical Financial Corporation to Partner With Talmer Bancorp, Inc. ? Transformational strategic merger will create $16 billion-asset community bank ? Enhances preeminent Michigan-based retail banking franchise into Detroit |
|
| January 26, 2016 |
FOURTH AMENDED AND RESTATED BYLAWS TALMER BANCORP, INC. (Effective as of January 25, 2016) ARTICLE I Exhibit FOURTH AMENDED AND RESTATED BYLAWS OF TALMER BANCORP, INC. (Effective as of January 25, 2016) ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE. The registered office of the corporation shall be at such place as the board of directors shall from time to time determine. SECTION 2. OTHER OFFICES. The corporation may also have offices at such other places both within and outside the State of Mic |
|
| January 26, 2016 |
investorpresentation Strategic Merger: Creating Michigan?s Community Bank And Building Scale in Neighboring States January 26, 2016 Forward ? Looking Statements 2 This presentation and the accompanying audio presentation contains forward?looking statements regarding the outlook and expectations of Chemical Financial Corporation (?Chemical? or ?CHFC?) and Talmer Bancorp, Inc. |
|
| December 28, 2015 |
EX-10.2 3 talmerbankfdicwarrantter.htm EXHIBIT 10.2 WARRANT TERMINATION AGREEMENT WARRANT TERMINATION AGTtE~Iki~NT THIS WARRANT TERMINATION AGREEMENT (this "A rah erxient") is made 'and entered into as of this 28th day of December, 201 S, by anal between the Federal Deposit Insurat3ce Corporation (the "FDIC") ar~d Talmer Bancorp, Inc., a Michigan corporation {the "Compar~X"), the holding company f |
|
| December 28, 2015 |
exhibit101losssharetermi |
|
| December 28, 2015 |
TALMER BANCORP, INC. ANNOUNCES EARLY TERMINATION OF FDIC LOSS SHARE AGREEMENTS AND WARRANT Exhibit Exhibit 99.1 For Immediate Release For further information contact: Shellie Maitre Talmer Bank and Trust 248-498-2858 [email protected] TALMER BANCORP, INC. ANNOUNCES EARLY TERMINATION OF FDIC LOSS SHARE AGREEMENTS AND WARRANT Troy, MI December 28, 2015 - Talmer Bancorp, Inc. (?Company?) (Nasdaq: TLMR) today announced that its wholly-owned bank subsidiary, Talmer Bank and Trust (?Talm |
|
| December 28, 2015 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 28, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Nu |
|
| December 18, 2015 |
fourthamendmenttalmer121 EXECUTION VERSION KE 38898002.3 FOURTH AMENDMENT to LOAN AGREEMENT between U.S. BANK NATIONAL ASSOCIATION and TALMER BANCORP, INC. Fourth Amendment: Dated December 18, 2015 Third Amendment: Dated as of June 30, 2015 Second Amendment: Dated as of March 26, 2015 First Amendment: Dated as of December 19, 2014 Original Loan Agreement: Dated as of December 20, 2013 FOURTH AMEND |
|
| December 18, 2015 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 18, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Nu |
|
| November 12, 2015 |
8-K 1 a8kleitchresignation.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 11, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation |
|
| November 10, 2015 |
q32015tlmrinvestorroadsh November 2015 David Provost Chief Executive Officer Tom Shafer Chief Operating Officer Exhibit 99. |
|
| November 10, 2015 |
Talmer Bancorp 8-K NOVEMBER 2015 INVESTOR PRESENTATION (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 10, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Nu |
|
| October 28, 2015 |
Talmer Bancorp 8-K TLMR REPORTS Q3 2015 EARNINGS (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 28, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Num |
|
| October 28, 2015 |
Exhibit Exhibit 99.1 Talmer Bancorp, Inc. reports third quarter 2015 net income of $20.0 million , representing $0.27 of earnings per diluted average common share Third quarter deposit growth of $217.4 million , or 17.7% on an annualized basis Talmer Bancorp, Inc. declares cash dividend on common stock of $0.01 per share TROY, Mich., October 28, 2015 - Talmer Bancorp, Inc. (NASDAQ: TLMR) (?Talmer? |
|
| August 31, 2015 |
Talmer Bancorp, Inc. Announces Closing of Secondary Common Stock Offering and Share Repurchase Exhibit 99.1 Talmer Bancorp, Inc. Announces Closing of Secondary Common Stock Offering and Share Repurchase TROY, Mich., August 31, 2015 /PRNewswire/ ? Talmer Bancorp, Inc. (?Talmer?) (Nasdaq: TLMR) announced today the closing of the previously announced secondary offering by which funds affiliated with WL Ross & Co. LLC (the ?WL Ross Funds?) agreed to sell 9,664,579 shares of their Talmer Class A |
|
| August 31, 2015 |
Talmer Bancorp 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 25, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan 001-36308 61-1511150 (State or other jurisdiction of incorporation) (Commission Fi |
|
| August 31, 2015 |
Exhibit 1.1 Execution Version TALMER BANCORP, INC. (a Michigan corporation) 9,664,579 Shares of Class A Common Stock (Par Value $1.00 Per Share) UNDERWRITING AGREEMENT August 25, 2015 KEEFE, BRUYETTE & WOODS, INC. 787 Seventh Avenue 4th Floor New York, New York 10019 Ladies and Gentlemen: Talmer Bancorp, Inc., a Michigan corporation (the ?Company?), and the persons listed in Schedule A hereto (the |
|
| August 27, 2015 |
9,664,579 Shares of Class A Common Stock Offered by Selling Shareholders Use these links to rapidly review the document TABLE OF CONTENTS PROSPECTUS SUPPLEMENT TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. |
|
| August 26, 2015 |
Talmer Bancorp, Inc. Announces Secondary Common Stock Offering and Concurrent Share Repurchase Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-206562 August 25, 2015 Talmer Bancorp, Inc. Announces Secondary Common Stock Offering and Concurrent Share Repurchase TROY, Mich., August 25, 2015 /PRNewswire/ ? Talmer Bancorp, Inc. (?Talmer?) (Nasdaq: TLMR) announced today a secondary offering pursuant to which funds affiliated with WL Ross & Co. LLC have agreed to se |
|
| August 26, 2015 |
Talmer Bancorp, Inc. Secondary Common Stock Offering Pricing Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-206562 August 26, 2015 Talmer Bancorp, Inc. Secondary Common Stock Offering Pricing TROY, Mich., August 26, 2015 /PRNewswire/ ? Talmer Bancorp, Inc. (?Talmer?) (Nasdaq: TLMR) announced today the pricing of the previously announced secondary offering by which funds affiliated with WL Ross & Co. LLC (?WL Ross?) agreed to |
|
| August 25, 2015 |
Subject to Completion Preliminary Prospectus Supplement dated August 25, 2015 Use these links to rapidly review the document TABLE OF CONTENTS PROSPECTUS SUPPLEMENT TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. |
|
| August 25, 2015 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents As filed with the Securities and Exchange Commission on August 25, 2015 Registration No. |
|
| July 30, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 30, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) 61 |
|
| July 30, 2015 |
Earnings Release Exhibit 99.1 Talmer Bancorp, Inc. reports second quarter 2015 net income of $17.5 million, representing $0.23 of earnings per diluted average common share Second quarter deposit growth of $129.5 million, or 10.84% on an annualized basis Talmer Bancorp, Inc. declares cash dividend on common stock of $0.01 per share TROY, Mich., July 30, 2015 - Talmer Bancorp, Inc. (NASDAQ: TLMR) (? |
|
| June 11, 2015 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 8, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) 61- |
|
| June 1, 2015 |
June 1, 2015 VIA EDGAR David Irving Division of Corporation Finance U.S. Securities and Exchange Commission 100 F St. NE Washington, DC 20549 RE: Talmer Bancorp, Inc. Form 10-K for Fiscal Year Ended December 31, 2014 Filed March 26, 2015 Form 10-Q for the Fiscal Quarter Ended March 31, 2015 Filed May 15, 2015 File No. 001-36308 Dear Mr. Irving: This letter is submitted in response to the comments |
|
| May 29, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 28, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) 61- |
|
| May 29, 2015 |
Talmer Bancorp 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 28, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) 61- |
|
| April 30, 2015 |
Exhibit 99.1 Talmer Bancorp, Inc. reports first quarter 2015 net income of $9.4 million, representing $0.12 of earnings per diluted average common share Successfully completed and integrated the acquisition of First of Huron Corporation (Signature Bank) Talmer Bancorp, Inc. declares cash dividend on common stock of $0.01 per share TROY/April 30, 2015 ? Talmer Bancorp, Inc. (NASDAQ: TLMR) (?Talmer? |
|
| April 30, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 30, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) 6 |
|
| April 27, 2015 |
Use these links to rapidly review the document Table of Contents Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
|
| April 27, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
|
| February 19, 2015 |
February 19, 2015 Dennis Klaeser Chief Financial Officer Exhibit 99.1 February 19, 2015 Dennis Klaeser Chief Financial Officer Franchise Overview Note: Assets and loans shown in billions. (1) Talmer Bancorp’s consolidated assets were $5.9 billion as of 12/31/2014. First of Huron Corp. had $230.4 million in assets as of 12/31/2014 excluding any specific merger adjustments relating to the acquisition. (2) NPLs to loans, excluding covered loans. 2 Talmer i |
|
| February 19, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 19, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number |
|
| February 18, 2015 |
Exhibit 10.1 WARRANT REPURCHASE AGREEMENT THIS WARRANT REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 17th day of February, 2015, by and between WLR Recovery Fund IV, L.P. (“WLR Recovery”), WLR IV Parallel ESC, L.P. (“WLR Parallel” and, together with WLR Recovery, the “Sellers,” and each a “Seller”), and Talmer Bancorp, Inc., a Michigan corporation (the “Purchaser”). R |
|
| February 18, 2015 |
TALMER BANCORP, INC. REPURCHASES WARRANTS FROM WL ROSS FUNDS EX-99.1 4 a15-47481ex99d1.htm EX-99.1 Exhibit 99.1 TALMER BANCORP, INC. REPURCHASES WARRANTS FROM WL ROSS FUNDS TROY, Mich., February 18, 2015 /PRNewswire/ — On February 17, 2015, Talmer Bancorp, Inc. (“Talmer”) (Nasdaq: TLMR) repurchased an aggregate of 2,529,416 warrants to purchase shares of its Class A common stock issued to WLR Recovery Fund IV, L.P. and WLR IV Parallel ESC, L.P. (the “WL Ros |
|
| February 18, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 17, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number |
|
| February 18, 2015 |
Exhibit 10.2 EXECUTION VERSION FIRST AMENDMENT to LOAN AGREEMENT between U.S. BANK NATIONAL ASSOCIATION and TALMER BANCORP, INC. Dated as of December 19, 2014 FIRST AMENDMENT TO LOAN AGREEMENT This FIRST AMENDMENT TO LOAN AGREEMENT (this “First Amendment”) is dated as of December 19, 2014, and is made by and between TALMER BANCORP, INC., a Michigan corporation (“Borrower”), and U.S. BANK NATIONAL |
|
| February 13, 2015 |
Exhibit 1 Joint Filing Agreement In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree that only one statement containing the information required by Schedule 13G and any further amendments thereto need to be filed with respect to the beneficial ownership by each of the undersigned of shares of Class A Common Stock of Talmer Bancorp, Inc. |
|
| February 13, 2015 |
TLMR / Talmer Bancorp, Inc. / WL ROSS & CO LLC - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 TALMER BANCORP, INC. (Name of Issuer) Class A Common Stock, par value $1.00 per share (Title and Class of Securities) 87482X101 (CUSIP Number) December 31, 2014 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
|
| February 13, 2015 |
Disclaimer of Beneficial Ownership Exhibit 2 Disclaimer of Beneficial Ownership Each of the undersigned disclaims beneficial ownership of the securities referred to in the Schedule 13G to which this exhibit is attached, and the filing of such Schedule 13G shall not be construed as an admission that any of the undersigned is, for the purpose of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities covered by such Schedule 13G. |
|
| February 12, 2015 |
TLMR / Talmer Bancorp, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Talmer Bancorp, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 87482X101 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
|
| February 12, 2015 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Talmer Bancorp, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 87482X101 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
|
| February 9, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 6, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) |
|
| February 9, 2015 |
TALMER BANCORP, INC. COMPLETES ACQUISITION OF FIRST OF HURON CORP. Exhibit 99.1 For Immediate Release For further information contact: Shellie Maitre Talmer Bank and Trust 248-498-2858 [email protected] TALMER BANCORP, INC. COMPLETES ACQUISITION OF FIRST OF HURON CORP. Troy, MI February 6, 2015 — Talmer Bancorp, Inc. (“Company”) (Nasdaq: TLMR) today announced that it has completed its previously announced acquisition of First of Huron Corp., and its wholly-o |
|
| February 2, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 2, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) |
|
| February 2, 2015 |
Exhibit 99.1 Talmer Bancorp, Inc. reports fourth quarter 2014 net income of $12.5 million, representing $0.16 of earnings per diluted average common share Experienced strong net loan growth of $214.5 million in the fourth quarter 2014 Talmer Bancorp, Inc. declares cash dividend on common stock of $0.01 per share TROY/January 30, 2015 — Talmer Bancorp, Inc. (NASDAQ: TLMR) (“Talmer”) today reported |
|
| January 30, 2015 |
Exhibit 99.1 Talmer Bancorp, Inc. reports fourth quarter 2014 net income of $12.5 million, representing $0.16 of earnings per diluted average common share Experienced strong net loan growth of $214.5 million in the fourth quarter 2014 Talmer Bancorp, Inc. declares cash dividend on common stock of $0.01 per share TROY/January 30, 2015 — Talmer Bancorp, Inc. (NASDAQ: TLMR) (“Talmer”) today reported |
|
| January 30, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 30, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) |
|
| January 7, 2015 |
Exhibit 99.1 TALMER BANCORP, INC. AND FIRST OF HURON CORP. MERGER RECEIVES ALL REGULATORY APPROVALS FOR COMPLETION TROY, Mich., January 7, 2015 /PRNewswire/ — Talmer Bancorp, Inc. (“Talmer”) (Nasdaq: TLMR) and First of Huron Corp. today jointly announced that the companies expect the previously announced merger transaction will close on February 6, 2015, subject to satisfaction of the remaining cl |
|
| January 7, 2015 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 7, 2015 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) |
|
| December 17, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 16, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number |
|
| November 21, 2014 |
2301 W. Big Beaver RoadŸ Suite 525 Ÿ Troy, MI 48084 Ÿ 248.649.2301 Ÿ www.talmerbank.com Exhibit 99.1 2301 W. Big Beaver RoadŸ Suite 525 Ÿ Troy, MI 48084 Ÿ 248.649.2301 Ÿ www.talmerbank.com FOR IMMEDIATE RELEASE Talmer Bancorp, Inc. Board of Directors Announcement Troy, Mich. (November 21, 2014) — (NASDAQ TLMR) Talmer Bancorp, Inc. announced today that Wilbur L. Ross, Jr. has resigned from its Board of Directors. Talmer’s Board is scheduled to meet in December 2014 to address the vaca |
|
| November 21, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 21, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number |
|
| November 13, 2014 |
Exhibit 99.1 November 13, 2014 David Provost CEO Brad Adams Corporate Development 2014 Sandler O’Neill East Coast Financial Services Conference Franchise Overview Note: Assets and loans shown in billions. (1) NPLs to loans, excluding covered loans. 2 Talmer is Building a High-Performing Midwest Franchise through Organic Lending & Successful Acquisitions $5.7bn Midwestern bank holding company headq |
|
| November 13, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 13, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number |
|
| November 4, 2014 |
Exhibit 99.1 Talmer Bancorp, Inc. reports third quarter 2014 net income of $19.5 million, representing $0.26 of earnings per diluted average common share Talmer Bancorp, Inc. declares cash dividend for common stock of $0.01 per share TROY/November 4, 2014 — Talmer Bancorp, Inc. (NASDAQ: TLMR) (“Talmer”) today reported third quarter 2014 net income of $19.5 million, compared to $20.6 million for th |
|
| November 4, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 4, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) |
|
| September 23, 2014 |
8-K 1 a14-2134718k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 22, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan 001-36308 61-1511150 (State or other jurisdiction of |
|
| September 23, 2014 |
2301 W. Big Beaver Road· Suite 525 · Troy, MI 48084 · 248.649.2301 · www.talmerbank.com EX-99.1 2 a14-213471ex99d1.htm EX-99.1 Exhibit 99.1 2301 W. Big Beaver Road· Suite 525 · Troy, MI 48084 · 248.649.2301 · www.talmerbank.com FOR IMMEDIATE RELEASE Thomas C. Shafer Named President of Talmer Bank and Trust and Chief Operating Officer of Talmer Bancorp, Inc. Troy, Michigan (September 22, 2014) — Talmer Bancorp, Inc. and Talmer Bank and Trust announced today that Thomas C. Shafer has b |
|
| August 12, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 12, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan 001-36308 61-1511150 (State or other jurisdiction of incorporation) (Commission Fi |
|
| August 12, 2014 |
Exhibit 99.1 August 2014 Gary Torgow Chairman David Provost President & Chief Executive Officer Dennis Klaeser Chief Financial Officer Brad Adams Corporate Development Franchise Overview Note: Assets and loans shown in billions. (1) NPLs to loans, excluding covered loans. 2 Talmer is Building a High-Performing Midwest Franchise through Organic Lending & Successful Acquisitions $5.6bn Midwestern ba |
|
| August 8, 2014 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 8, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) 6 |
|
| August 8, 2014 |
WINTRUST AND TALMER ANNOUNCE CLOSING OF WISCONSIN BRANCH TRANSACTION Exhibit 99.1 FOR IMMEDIATE RELEASE August 8, 2014 FOR MORE INFORMATION CONTACT: Edward J. Wehmer, President and CEO — Wintrust Financial Corporation, (847) 939-9000 David A. Dykstra, COO — Wintrust Financial Corporation, (847) 939-9000 Dennis Klaeser, Chief Financial Officer — Talmer Bancorp, Inc., (248) 649-2301 WINTRUST AND TALMER ANNOUNCE CLOSING OF WISCONSIN BRANCH TRANSACTION Talmer Bancorp, |
|
| August 6, 2014 |
TALMER ANNOUNCES STRATEGIC ACQUISITION OF FIRST OF HURON CORP. Exhibit 99.2 FOR IMMEDIATE RELEASE August 6, 2014 FOR MORE INFORMATION CONTACT: Dennis Klaeser, Chief Financial Officer — Talmer Bancorp, Inc., (248) 649-2301 Brad Adams, Corporate Development — Talmer Bancorp, Inc., (248) 498-2862 Bob Thomas, Chief Executive Officer — First of Huron Corp., (989) 269-1869 TALMER ANNOUNCES STRATEGIC ACQUISITION OF FIRST OF HURON CORP. Talmer Bancorp, Inc. (Nasdaq: |
|
| August 6, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 6, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan 001-36308 61-1511150 (State or other jurisdiction of incorporation) (Commission Fil |
|
| June 27, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 26, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) 61 |
|
| June 27, 2014 |
Talmer Bancorp, Inc. Executive Deferred Compensation Plan Exhibit 10.1 Talmer Bancorp, Inc. Executive Deferred Compensation Plan ARTICLE 1 PURPOSE In recognition of the services provided by certain key employees and directors, Talmer Bancorp, Inc. has adopted the Executive Deferred Compensation Plan (the “Plan”) to make additional retirement benefits and increased financial security, on a tax-favored basis, available to those individuals beginning July 1 |
|
| June 11, 2014 |
Exhibit 10.2 FORM OF RESTRICTED STOCK AGREEMENT TALMER BANCORP, INC. EQUITY INCENTIVE PLAN PARTICIPANT: NO. OF SHARES: DATE OF GRANT: This Restricted Stock Agreement (the “Agreement”) evidences the grant to the Participant named above (“you” or “Participant”) of the number of restricted shares set forth above (each, an “Award Share,” and collectively, the “Award Shares”) of the $1.00 par value Cla |
|
| June 11, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 9, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) 61- |
|
| May 6, 2014 |
Exhibit 99.1 Talmer Bancorp, Inc. reports first quarter 2014 net income of $32.7 million, representing $0.45 of earnings per diluted average share Completed acquisition of Michigan Commerce Bank (Talmer West Bank) Successful completion of initial public offering resulting in net proceeds of $42.1 million TROY/May 6, 2014 — Talmer Bancorp, Inc. (NASDAQ: TLMR) (“Talmer”) today reported first quarter |
|
| May 6, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 6, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) 61-1 |
|
| April 28, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
|
| April 28, 2014 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
|
| April 9, 2014 |
Financial Statements and Exhibits, Other Events - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 7, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) 61 |
|
| April 9, 2014 |
WINTRUST AND TALMER ANNOUNCE WISCONSIN BRANCH TRANSACTION Exhibit 99.1 FOR IMMEDIATE RELEASE April 9, 2014 FOR MORE INFORMATION CONTACT: Edward J. Wehmer, President and CEO — Wintrust Financial Corporation, (847) 939-9000 David A. Dykstra, COO — Wintrust Financial Corporation, (847) 939-9000 Dennis Klaeser, Chief Financial Officer — Talmer Bancorp, Inc., (248) 649-2301 WINTRUST AND TALMER ANNOUNCE WISCONSIN BRANCH TRANSACTION Talmer Bancorp, Inc. (Nasdaq |
|
| April 3, 2014 |
S-8 1 a14-98651s8.htm S-8 As filed with the Securities and Exchange Commission on April 3, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TALMER BANCORP, INC. (Exact name of registrant as specified in its charter) Michigan 61-1511150 (State or other jurisdiction of incorporation or |
|
| March 27, 2014 |
Talmer Bancorp 10-K (Annual Report) Use these links to rapidly review the document TABLE OF CONTENTS Item 8. Financial Statements and Supplementary Data. Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 Commission file number: 001-36308 TALMER BANCORP, INC |
|
| March 17, 2014 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed combined balance sheet as of September 30, 2013 and statements of income for the nine month period ended September 30, 2013 and for the year ended December 31, 2012 are presented to give effect to and show the pro forma impact on our historical financial statements of (1) the acqui |
|
| March 17, 2014 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 1, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number) |
|
| March 17, 2014 |
Talmer West Bank Combined Financial Statements Years Ended December 31, 2013 and 2012 Exhibit 99.1 Talmer West Bank Combined Financial Statements Years Ended December 31, 2013 and 2012 Talmer West Bank Table of Contents Page Report of Independent Registered Public Accounting Firm 1 Combined Balance Sheets 2 Combined Statements of Operations and Comprehensive Income 3 Combined Statements of Changes in Stockholder’s Equity 4 Combined Statements of Cash Flows 5 Notes to Combined Finan |
|
| February 21, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 21, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number |
|
| February 21, 2014 |
2301 W. Big Beaver Road · Suite 525 · Troy, MI 48084 · 248.649.2301 Exhibit 99.1 2301 W. Big Beaver Road · Suite 525 · Troy, MI 48084 · 248.649.2301 For Immediate Release TALMER BANCORP, INC. ANNOUNCES CLOSING OF OVER-ALLOTMENT OPTION TROY, MI — February 21, 2014 — Talmer Bancorp, Inc. (the “Company”) (NASDAQ: TLMR) today announced that the underwriters of its recent initial public offering of its Class A common stock have closed on the purchase of 2,333,333 share |
|
| February 14, 2014 |
2301 W. Big Beaver Road · Suite 525 · Troy, MI 48084 · 248.649.2301 EX-99.1 2 a14-60161ex99d1.htm EX-99.1 Exhibit 99.1 2301 W. Big Beaver Road · Suite 525 · Troy, MI 48084 · 248.649.2301 For Immediate Release TALMER BANCORP, INC. CLOSES INITIAL PUBLIC OFFERING TROY, MI — February 14, 2014 — Talmer Bancorp, Inc. (the “Company”) (NASDAQ: TLMR) today announced that it has closed its previously announced initial public offering of 15,555,555 shares of Class A common s |
|
| February 14, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 14, 2014 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan (State or other jurisdiction of incorporation) 001-36308 (Commission File Number |
|
| February 12, 2014 |
15,555,555 Shares of Class A Common Stock Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS TALMER BANCORP, INC. |
|
| February 10, 2014 |
February 10, 2014 VIA EDGAR Mr. Michael R. Clampitt, Senior Attorney Mr. John P. Nolan, Senior Assistant Chief Accountant Division of Corporate Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: Talmer Bancorp, Inc. Registration Statement on Form S-1 (File No. 333-193300) Dear Mr. Clampitt On behalf of Talmer Bancorp, Inc. (the “Registrant”) and pursuant to |
|
| February 10, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Talmer Bancorp, Inc. (Exact name of registrant as specified in its charter) Michigan 61-1511150 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 2 |
|
| February 10, 2014 |
February 10, 2014 VIA EDGAR Mr. Michael R. Clampitt, Senior Attorney Mr. John P. Nolan, Senior Assistant Chief Accountant Division of Corporate Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: Talmer Bancorp, Inc. Registration Statement on Form S-1 (File No. 333-193300) Dear Mr. Clampitt On behalf of Talmer Bancorp, Inc. (the “Registrant”) and pursuant to |
|
| February 7, 2014 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS TALMER BANCORP, INC. |
|
| February 7, 2014 |
Exhibit 1.1 TALMER BANCORP, INC. (a Michigan corporation) [·] Shares of Class A Common Stock (Par Value $1.00 Per Share) UNDERWRITING AGREEMENT , 2014 KEEFE, BRUYETTE & WOODS, INC. J.P. MORGAN SECURITIES LLC as Representatives of the several Underwriters c/o Keefe, Bruyette & Woods, Inc. 787 Seventh Avenue 4th Floor New York, New York 10019 Ladies and Gentlemen: Talmer Bancorp, Inc., a Michigan co |
|
| January 31, 2014 |
January 31, 2014 Mr. Michael R. Clampitt, Senior Attorney Mr. John P. Nolan, Senior Assistant Chief Accountant Division of Corporation Finance U.S. Securities and Exchange Commission 100 F St. NE Washington, DC 20549 RE: Talmer Bancorp, Inc. Form S-1 Submitted January 10, 2014 Amendment No. 1 to Registration Statement on Form S-1 Submitted January 21, 2014 Amendment No. 2 to Registration Statement |
|
| January 31, 2014 |
Exhibit 21.1 List of Subsidiaries The following is a list of the subsidiaries of Talmer Bancorp, Inc. as of January 31, 2014, including the name of each subsidiary and its jurisdiction of incorporation: Talmer Bank and Trust Michigan First Place Bank United States Talmer West Bank Michigan Capitol Wealth Insurance Agency, Inc. Michigan First Place Capital Trust Delaware First Place Capital Trust I |
|
| January 31, 2014 |
January 31, 2014 Mr. Michael R. Clampitt, Senior Attorney Mr. John P. Nolan, Senior Assistant Chief Accountant Division of Corporation Finance U.S. Securities and Exchange Commission 100 F St. NE Washington, DC 20549 RE: Talmer Bancorp, Inc. Amendment No. 3 to Registration Statement on Form S-1 Submitted January 31, 2014 File No. 333-193300 Dear Mr. Clampitt: This letter is being submitted in resp |
|
| January 31, 2014 |
Exhibit 4.1 NUMBER SHARES TALMER BANCORP, INC. Incorporated under the laws of the State of Michigan CUSIP 87482X 10 1 This Certifies that is the owner of fully paid and non-assessable shares of the Class A Voting Common Stock, $1.00 par value per share, of TALMER BANCORP, INC. transferable on the books of the Corporation in person or by duly authorized Attorney upon surrender of this certificate p |
|
| January 31, 2014 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS TALMER BANCORP, INC. |
|
| January 31, 2014 |
Exhibit 1.1 TALMER BANCORP, INC. (a Michigan corporation) [·] Shares of Class A Common Stock (Par Value $1.00 Per Share) UNDERWRITING AGREEMENT , 2014 KEEFE, BRUYETTE & WOODS, INC. J.P. MORGAN SECURITIES LLC as Representatives of the several Underwriters c/o Keefe, Bruyette & Woods, Inc. 787 Seventh Avenue 4th Floor New York, New York 10019 Ladies and Gentlemen: Talmer Bancorp, Inc., a Michigan co |
|
| January 31, 2014 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS TALMER BANCORP, INC. |
|
| January 27, 2014 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS TALMER BANCORP, INC. |
|
| January 27, 2014 |
Exhibit 4.1 NUMBER SHARES TALMER BANCORP, INC. Incorporated under the laws of the State of Michigan CUSIP 87482X 10 1 This Certifies that is the owner of fully paid and non-assessable shares of the Class A Voting Common Stock, $1.00 par value per share, of TALMER BANCORP, INC. transferable on the books of the Corporation in person or by duly authorized Attorney upon surrender of this certificate p |
|
| January 21, 2014 |
January 21, 2014 Mr. Michael R. Clampitt, Senior Attorney Mr. John P. Nolan, Senior Assistant Chief Accountant Division of Corporation Finance U.S. Securities and Exchange Commission 100 F St. NE Washington, DC 20549 RE: Talmer Bancorp, Inc. Amendment No. 4 to Confidential Draft Registration Statement on Form S-1 Confidentially Submitted on December 19, 2013 CIK No. 0001360683 Dear Mr. Clampitt: T |
|
| January 21, 2014 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS TALMER BANCORP, INC. |
|
| January 21, 2014 |
TALMER BANCORP, INC. EQUITY INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT Exhibit 10.7 TALMER BANCORP, INC. EQUITY INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT Talmer Bancorp, Inc., a Michigan corporation (the “Company”), upon the recommendation of the Company’s Board of Directors (the “Board”) and pursuant to the Talmer Bancorp, Inc. Equity Incentive Plan, as amended (the “Plan”), and in consideration of the services to be rendered to the Company or its Subsidia |
|
| January 10, 2014 |
Exhibit 2.5 EXECUTION VERSION AMENDED AND RESTATED ASSET PURCHASE AGREEMENT by and between FIRST PLACE FINANCIAL CORP., a Delaware corporation, and TALMER BANCORP, INC., a Michigan corporation Dated as of December 14, 2012 TABLE OF CONTENTS Page ARTICLE 1 INTERPRETATION 1 1.1 Definitions 1 1.2 Currency 11 1.3 Governing Law 11 1.4 Schedules and Exhibits 11 ARTICLE 2 PURCHASE OF SHARES AND OTHER ASS |
|
| January 10, 2014 |
Exhibit 10.16 FEDERAL DEPOSIT INSURANCE CORPORATION WASHINGTON, D.C. AND STATE OF MICHIGAN OFFICE OF FINANCIAL AND INSURANCE REGULATION LANSING, MICHIGAN ) In the Matter of ) CONSENT ORDER ) MICHIGAN COMMERCE BANK ) ANN ARBOR, MICHIGAN ) FDIC 09-713b ) (STATE CHARTERED ) INSURED NONMEMBER BANK ) ) Michigan Commerce Bank, Ann Arbor, Michigan (“Bank”), having been advised of its right to a NOTICE OF |
|
| January 10, 2014 |
Exhibit 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) by and between FIRST MICHIGAN BANCORP, INC., a Michigan corporation (the “Company”) and GARY H. TORGOW (“Executive”) is made and entered into as of April 30, 2010 but for all purposes shall be effective as of January 1, 2010 (the “Effective Date”). 1. Employment. (a) The Company agrees to employ Executive and Executive |
|
| January 10, 2014 |
Exhibit 21.1 List of Subsidiaries The following is a list of the subsidiaries of Talmer Bancorp, Inc.: 1. Talmer Bank and Trust 2. First Place Bank 3. Talmer West Bank 4. First Place Capital Trust 5. First Place Capital Trust II 6. First Place Capital Trust III 7. First Place Holdings, Inc. |
|
| January 10, 2014 |
EXHIBIT 2.4 PURCHASE AND ASSUMPTION AGREEMENT WHOLE BANK ALL DEPOSITS AMONG FEDERAL DEPOSIT INSURANCE CORPORATION, RECEIVER OF COMMUNITY CENTRAL BANK, MOUNT CLEMENS, MICHIGAN FEDERAL DEPOSIT INSURANCE CORPORATION and TALMER BANK & TRUST DATED AS OF APRIL 29, 2011 Module 1 – Whole Bank w/ Optional Shared Loss Agreements Community Central Bank Version 3.01 – PURCHASE AND ASSUMPTION AGREEMENT Mount C |
|
| January 10, 2014 |
WARRANT TO PURCHASE SHARES OF COMMON STOCK TALMER BANCORP, INC. DATE OF INITIAL ISSUANCE: , 2012 Exhibit 10.13 NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON THE EXERCISE THEREOF HAVE BEEN REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“1933 ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATIO |
|
| January 10, 2014 |
EXHIBIT 2.1 PURCHASE AND ASSUMPTION AGREEMENT MODIFIED WHOLE BANK ALL DEPOSITS AMONG FEDERAL DEPOSIT INSURANCE CORPORATION, RECEIVER OF CF BANCORP, PORT HURON, MI FEDERAL DEPOSIT INSURANCE CORPORATION and FIRST MICHIGAN BANK DATED AS OF APRIL 30, 2010 Module 1 – Whole Bank w/ Loss Share – P&A CF Bancorp Version 2.02 Port Huron, MI March 19, 2010 TABLE OF CONTENTS ARTICLE I DEFINITIONS 2 ARTICLE II |
|
| January 10, 2014 |
Exhibit 10.6 SECOND AMENDMENT TO FIRST MICHIGAN BANCORP, INC. EQUITY INCENTIVE PLAN March 15, 2011 This Second Amendment to the First Michigan Bancorp Equity Incentive Plan (the “Amendment”) is effective as of March 15, 2011. All capitalized terms used, but not defined, in this Amendment have the same meanings as in the First Michigan Bancorp, Inc. Equity Incentive Plan, as amended (the “Plan”). R |
|
| January 10, 2014 |
Exhibit 3.1 MICHIGAN DEPARTMENT OF CONSUMER & INDUSTRY SERVICES FILED BUREAU OF COMMERCIAL SERVICES FEB 06 2003 Administrator Date Received (FOR BUREAU USE ONLY) Bureau of commercial services FEB 04 2003 This document is effective on the date filed, unless a subsequent effective date within 90 days after received date is stated in the document. Tran:1 7705536-1 02/03/03 Chk #: 10603 Amt: $60.00 ID |
|
| January 10, 2014 |
Exhibit 4.4 Execution Version REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 21, 2012 (the “Effective Date”) by Talmer Bancorp, Inc., a Michigan corporation (together with any successor entity thereto, the “Company”), and the investors identified on the signature page(s) hereto (collectively, the “Holders” and each indivi |
|
| January 10, 2014 |
THIRD AMENDED AND RESTATED BYLAWS TALMER BANCORP, INC. (Effective as of October 8, 2013) ARTICLE I Exhibit 3.2 THIRD AMENDED AND RESTATED BYLAWS OF TALMER BANCORP, INC. (Effective as of October 8, 2013) ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE. The registered office of the corporation shall be at such place as the board of directors shall from time to time determine. SECTION 2. OTHER OFFICES. The corporation may also have offices at such other places both within and outside the State of M |
|
| January 10, 2014 |
FORM OF INDEMNIFICATION AGREEMENT Exhibit 10.8 FORM OF INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into this [·] (the “Effective Date”), by and between TALMER BANCORP, INC., a Michigan corporation (the “Company”), and [·] (the “Indemnitee”). RECITALS: A. As of the Effective Date, Indemnitee will be a member of the Board of Directors of the Company, and in such capacity will perfo |
|
| January 10, 2014 |
AGREEMENT AND AMENDMENT STOCK SUBSCRIPTION AGREEMENT Exhibit 10.11 AGREEMENT AND AMENDMENT TO STOCK SUBSCRIPTION AGREEMENT This AGREEMENT AND AMENDMENT TO STOCK SUBSCRIPTION AGREEMENT (the “Amendment”) is made and entered into this 14th day of April, 2010, by and between First Michigan Bancorp, Inc., a Michigan corporation (the “Company”) and the subscribers (the “Subscribers”) identified on the signature pages of this Amendment. The Company and the |
|
| January 10, 2014 |
Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) by and among FIRST MICHIGAN BANCORP, INC., a Michigan corporation (the “Corporation”), FIRST MICHIGAN BANK, a state chartered banking institution and wholly-owned subsidiary of the Corporation (the “Bank”) and DAVID T. PROVOST (“Executive”) is made and entered into as of April 30, 2010 but for all purposes shall be effe |
|
| January 10, 2014 |
Exhibit 4.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 29, 2010 by First Michigan Bancorp, Inc., a Michigan corporation (together with any successor entity thereto, the “Company”), for the benefit of the Holders (as defined below). In order to induce the investors who are purchasing Registrable Securities (as defined bel |
|
| January 10, 2014 |
EXHIBIT 2.2 PURCHASE AND ASSUMPTION AGREEMENT WHOLE BANK ALL DEPOSITS AMONG FEDERAL DEPOSIT INSURANCE CORPORATION, RECEIVER OF FIRST BANKING CENTER, BURLINGTON, WISCONSIN FEDERAL DEPOSIT INSURANCE CORPORATION AND FIRST MICHIGAN BANK TROY, MICHIGAN DATED AS OF NOVEMBER 19, 2010 Module 1 – Whole Bank w/ Loss Share – P&A First Banking Center Version 2.11A Burlington, Wisconsin October 8, 2010 TABLE O |
|
| January 10, 2014 |
UNITED STATES OF AMERICA Before the OFFICE OF THRIFT SUPERVISION Exhibit 10.9 UNITED STATES OF AMERICA Before the OFFICE OF THRIFT SUPERVISION ) In the Matter of ) Order No.: CN 11-20 ) ) FIRST PLACE BANK ) Effective Date: July 13, 2011 ) ) Warren, Ohio ) OTS Docket No. 14752 ) ) ORDER TO CEASE AND DESIST WHEREAS, First Place Bank, Warren, Ohio, OTS Docket No. 14752 (Association), by and through its Board of Directors (Board), has executed a Stipulation and Con |
|
| January 10, 2014 |
FIRST MICHIGAN BANCORP, INC. EQUITY INCENTIVE PLAN Exhibit 10.4 FIRST MICHIGAN BANCORP, INC. EQUITY INCENTIVE PLAN First Michigan Bancorp, Inc. (the “Company”), has adopted the First Michigan Bancorp, Inc. Equity Incentive Plan (the “Plan”) as set forth herein. Article I. Purpose and Adoption of the Plan 1.01 Purpose. The purpose of the Plan is to provide certain employees, directors, consultants and advisors of the Company with an additional ince |
|
| January 10, 2014 |
Exhibit 10.10 EXECUTION COPY STOCK SUBSCRIPTION AGREEMENT by and between FIRST MICHIGAN BANCORP, INC. and THE SUBSCRIBERS REFERRED TO HEREIN Dated as of March 29, 2010 TABLE OF CONTENTS 1. PURCHASE AND SALE OF SECURITIES 2 (a) Purchase of Securities 2 (b) Funding; Escrow 3 (c) Initial and Subsequent Bid Funding 4 (d) Non-Voting Common Stock 7 2. SUBSCRIBERS’ REPRESENTATIONS AND WARRANTIES 8 (a) No |
|
| January 10, 2014 |
LOAN AGREEMENT U.S. BANK NATIONAL ASSOCIATION TALMER BANCORP, INC. Dated as of December 20, 2013 Exhibit 10.15 EXECUTION VERSION LOAN AGREEMENT between U.S. BANK NATIONAL ASSOCIATION and TALMER BANCORP, INC. Dated as of December 20, 2013 TABLE OF CONTENTS Page 1. DEFINITIONS 1 1.1 Defined Terms 1 1.2 Certain UCC and Accounting Terms; Interpretations 10 1.3 Exhibits and Schedules Incorporated 11 2. CREDIT FACILITY 11 2.1 The Loan 11 2.2 The Note 11 2.3 Payments and Maturity Date 11 2.4 Facilit |
|
| January 10, 2014 |
Exhibit 10.3 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) by and among FIRST MICHIGAN BANCORP, INC., a Michigan corporation (the “Corporation”), FIRST MICHIGAN BANK, a state chartered banking institution and wholly-owned subsidiary of the Corporation (the “Bank”) and DENNIS KLAESER (“Executive”) is made and entered into on May 4, 2010 but shall be effective as of May 10, 2010 |
|
| January 10, 2014 |
FIRST AMENDMENT TO FIRST MICHIGAN BANCORP, INC. EQUITY INCENTIVE PLAN April 30, 2010 Exhibit 10.5 FIRST AMENDMENT TO FIRST MICHIGAN BANCORP, INC. EQUITY INCENTIVE PLAN April 30, 2010 This First Amendment to the First Michigan Bancorp Equity Incentive Plan (the “Amendment”) is effective as of April 30, 2010. All capitalized terms used, but not defined, in this Amendment have the same meanings as in the First Michigan Bancorp, Inc. Equity Incentive Plan (the “Plan”). Recitals The Pl |
|
| January 10, 2014 |
EXHIBIT 2.3 PURCHASE AND ASSUMPTION AGREEMENT WHOLE BANK ALL DEPOSITS AMONG FEDERAL DEPOSIT INSURANCE CORPORATION, RECEIVER OF PEOPLES STATE BANK, HAMTRAMCK, MICHIGAN FEDERAL DEPOSIT INSURANCE CORPORATION and FIRST MICHIGAN BANK DATED AS OF FEBRUARY 11, 2011 Module 1 — Whole Bank w/ Optional Shared Loss Agreements Peoples State Bank Version 3.0 — PURCHASE AND ASSUMPTION AGREEMENT City, State Decem |
|
| January 10, 2014 |
Exhibit 10.14 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS AND, ACCORDINGLY, MAY NOT BE OFFERED, SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. WARRANT TO PURCHASE CO |
|
| January 10, 2014 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS TALMER BANCORP, INC. |
|
| January 10, 2014 |
AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT Exhibit 4.3 Execution Version AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT THIS AMENDMENT NO. 1 (this “Amendment”) to the Registration Rights Agreement dated March 29, 2010 made and entered into by First Michigan Bancorp, Inc., now Talmer Bancorp, Inc., a Michigan corporation (the “Company”), for the benefit of the Holders (as defined therein) (the “Original Agreement”), is made and entered in |
|
| January 10, 2014 |
Exhibit 2.6 EXECUTION VERSION STOCK PURCHASE AGREEMENT by and among TALMER BANCORP, INC. CAPITOL BANCORP LTD. and FINANCIAL COMMERCE CORPORATION Dated as of October 11, 2013 TABLE OF CONTENTS Page ARTICLE 1 INTERPRETATION Section 1.01. Definitions 2 Section 1.02. Currency 13 Section 1.03. Governing Law 13 ARTICLE 2 PURCHASE OF SHARES AND OTHER ASSETS; EQUITY CONTRIBUTION; MERGER Section 2.01. Purc |
|
| January 10, 2014 |
Exhibit 10.12 NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON THE EXERCISE THEREOF HAVE BEEN REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“1933 ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATIO |
|
| December 19, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS TALMER BANCORP, INC. |
|
| December 19, 2013 |
THIRD AMENDED AND RESTATED BYLAWS TALMER BANCORP, INC. (Effective as of October 8, 2013) ARTICLE I Exhibit 3.2 THIRD AMENDED AND RESTATED BYLAWS OF TALMER BANCORP, INC. (Effective as of October 8, 2013) ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE. The registered office of the corporation shall be at such place as the board of directors shall from time to time determine. SECTION 2. OTHER OFFICES. The corporation may also have offices at such other places both within and outside the State of M |
|
| December 19, 2013 |
Exhibit 2.6 EXECUTION VERSION STOCK PURCHASE AGREEMENT by and among TALMER BANCORP, INC. CAPITOL BANCORP LTD. and FINANCIAL COMMERCE CORPORATION Dated as of October 11, 2013 TABLE OF CONTENTS Page ARTICLE 1 INTERPRETATION Section 1.01. Definitions 2 Section 1.02. Currency 13 Section 1.03. Governing Law 13 ARTICLE 2 PURCHASE OF SHARES AND OTHER ASSETS; EQUITY CONTRIBUTION; MERGER Section 2.01. Purc |
|
| December 19, 2013 |
December 19, 2013 Mr. Michael R. Clampitt, Senior Attorney Mr. John P. Nolan, Senior Assistant Chief Accountant Division of Corporation Finance U.S. Securities and Exchange Commission 100 F St. NE Washington, DC 20549 RE: Talmer Bancorp, Inc. Amendment No. 3 to Confidential Draft Registration Statement on Form S-1 Confidentially Submitted on September 27, 2013 CIK No. 0001360683 Dear Mr. Clampitt: |
|
| September 27, 2013 |
FIRST AMENDMENT TO FIRST MICHIGAN BANCORP, INC. EQUITY INCENTIVE PLAN April 30, 2010 Exhibit 10.4 FIRST AMENDMENT TO FIRST MICHIGAN BANCORP, INC. EQUITY INCENTIVE PLAN April 30, 2010 This First Amendment to the First Michigan Bancorp Equity Incentive Plan (the “Amendment”) is effective as of April 30, 2010. All capitalized terms used, but not defined, in this Amendment have the same meanings as in the First Michigan Bancorp, Inc. Equity Incentive Plan (the “Plan”). Recitals The Pl |
|
| September 27, 2013 |
September 27, 2013 Mr. Christian Windsor, Special Counsel Mr. John P. Nolan, Senior Assistant Chief Accountant Division of Corporation Finance U.S. Securities and Exchange Commission 100 F St. NE Washington, DC 20549 RE: Talmer Bancorp, Inc. Amendment No. 2 to Confidential Draft Registration Statement on Form S-1 Confidentially Submitted on July 22, 2013 CIK No. 0001360683 Dear Mr. Windsor: This l |
|
| September 27, 2013 |
Exhibit 21.1 List of Subsidiaries The following is a list of the subsidiaries of Talmer Bancorp, Inc. as of September 27, 2013: 1. Talmer Bank and Trust 2. First Place Bank 3. First Place Capital Trust 4. First Place Capital Trust II 5. First Place Capital Trust III 6. First Place Holdings, Inc. |
|
| September 27, 2013 |
Exhibit 10.11 NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON THE EXERCISE THEREOF HAVE BEEN REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“1933 ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATIO |
|
| September 27, 2013 |
FIRST MICHIGAN BANCORP, INC. EQUITY INCENTIVE PLAN Exhibit 10.3 FIRST MICHIGAN BANCORP, INC. EQUITY INCENTIVE PLAN First Michigan Bancorp, Inc. (the “Company”), has adopted the First Michigan Bancorp, Inc. Equity Incentive Plan (the “Plan”) as set forth herein. Article I. Purpose and Adoption of the Plan 1.01 Purpose. The purpose of the Plan is to provide certain employees, directors, consultants and advisors of the Company with an additional ince |
|
| September 27, 2013 |
EX-10.1 6 filename6.htm Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) by and among FIRST MICHIGAN BANCORP, INC., a Michigan corporation (the “Corporation”), FIRST MICHIGAN BANK, a state chartered banking institution and wholly-owned subsidiary of the Corporation (the “Bank”) and DAVID T. PROVOST (“Executive”) is made and entered into as of April 30, 2010 but for al |
|
| September 27, 2013 |
AGREEMENT AND AMENDMENT STOCK SUBSCRIPTION AGREEMENT Exhibit 10.10 AGREEMENT AND AMENDMENT TO STOCK SUBSCRIPTION AGREEMENT This AGREEMENT AND AMENDMENT TO STOCK SUBSCRIPTION AGREEMENT (the “Amendment”) is made and entered into this 14th day of April, 2010, by and between First Michigan Bancorp, Inc., a Michigan corporation (the “Company”) and the subscribers (the “Subscribers”) identified on the signature pages of this Amendment. The Company and the |
|
| September 27, 2013 |
UNITED STATES OF AMERICA Before the OFFICE OF THRIFT SUPERVISION Exhibit 10.8 UNITED STATES OF AMERICA Before the OFFICE OF THRIFT SUPERVISION ) In the Matter of ) Order No.: CN 11-20 ) ) FIRST PLACE BANK ) Effective Date: July 13, 2011 ) ) Warren, Ohio ) OTS Docket No. 14752 ) ) ORDER TO CEASE AND DESIST WHEREAS, First Place Bank, Warren, Ohio, OTS Docket No. 14752 (Association), by and through its Board of Directors (Board), has executed a Stipulation and Con |
|
| September 27, 2013 |
Exhibit 4.4 Execution Version REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 21, 2012 (the “Effective Date”) by Talmer Bancorp, Inc., a Michigan corporation (together with any successor entity thereto, the “Company”), and the investors identified on the signature page(s) hereto (collectively, the “Holders” and each indivi |
|
| September 27, 2013 |
SECOND AMENDMENT TO FIRST MICHIGAN BANCORP, INC. EQUITY INCENTIVE PLAN March 15, 2011 Exhibit 10.5 SECOND AMENDMENT TO FIRST MICHIGAN BANCORP, INC. EQUITY INCENTIVE PLAN March 15, 2011 This Second Amendment to the First Michigan Bancorp Equity Incentive Plan (the “Amendment”) is effective as of March 15, 2011. All capitalized terms used, but not defined, in this Amendment have the same meanings as in the First Michigan Bancorp, Inc. Equity Incentive Plan, as amended (the “Plan”). R |
|
| September 27, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 TALMER BANCORP, INC. |
|
| September 27, 2013 |
Exhibit 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) by and between FIRST MICHIGAN BANCORP, INC., a Michigan corporation (the “Company”) and GARY H. TORGOW (“Executive”) is made and entered into as of April 30, 2010 but for all purposes shall be effective as of January 1, 2010 (the “Effective Date”). 1. Employment. (a) The Company agrees to employ Executive and Executive |
|
| September 27, 2013 |
AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT Exhibit 4.3 Execution Version AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT THIS AMENDMENT NO. 1 (this “Amendment”) to the Registration Rights Agreement dated March 29, 2010 made and entered into by First Michigan Bancorp, Inc., now Talmer Bancorp, Inc., a Michigan corporation (the “Company”), for the benefit of the Holders (as defined therein) (the “Original Agreement”), is made and entered in |
|
| September 27, 2013 |
Exhibit 4.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 29, 2010 by First Michigan Bancorp, Inc., a Michigan corporation (together with any successor entity thereto, the “Company”), for the benefit of the Holders (as defined below). In order to induce the investors who are purchasing Registrable Securities (as defined bel |
|
| September 27, 2013 |
WARRANT TO PURCHASE SHARES OF COMMON STOCK TALMER BANCORP, INC. DATE OF INITIAL ISSUANCE: , 2012 Exhibit 10.12 NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON THE EXERCISE THEREOF HAVE BEEN REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“1933 ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATIO |
|
| September 27, 2013 |
FORM OF INDEMNIFICATION AGREEMENT Exhibit 10.7 FORM OF INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into this [·] (the “Effective Date”), by and between TALMER BANCORP, INC., a Michigan corporation (the “Company”), and [·] (the “Indemnitee”). RECITALS: A. As of the Effective Date, Indemnitee will be a member of the Board of Directors of the Company, and in such capacity will perfo |
|
| September 27, 2013 |
Exhibit 10.9 EXECUTION COPY STOCK SUBSCRIPTION AGREEMENT by and between FIRST MICHIGAN BANCORP, INC. and THE SUBSCRIBERS REFERRED TO HEREIN Dated as of March 29, 2010 TABLE OF CONTENTS 1. PURCHASE AND SALE OF SECURITIES 2 (a) Purchase of Securities 2 (b) Funding; Escrow 3 (c) Initial and Subsequent Bid Funding 4 (d) Non-Voting Common Stock 7 2. SUBSCRIBERS’ REPRESENTATIONS AND WARRANTIES 8 (a) No |
|
| September 27, 2013 |
Exhibit 2.5 EXECUTION VERSION AMENDED AND RESTATED ASSET PURCHASE AGREEMENT by and between FIRST PLACE FINANCIAL CORP., a Delaware corporation, and TALMER BANCORP, INC., a Michigan corporation Dated as of December 14, 2012 TABLE OF CONTENTS Page ARTICLE 1 INTERPRETATION 1 1.1 Definitions 1 1.2 Currency 11 1.3 Governing Law 11 1.4 Schedules and Exhibits 11 ARTICLE 2 PURCHASE OF SHARES AND OTHER ASS |
|
| July 22, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 TALMER BANCORP, INC. |
|
| July 22, 2013 |
Nelson Mullins Riley & Scarborough LLP Attorneys and Counselors at Law Atlantic Station / 201 17th Street, NW / Suite 1700 / Atlanta, GA 30363 Tel: 404. |
|
| July 22, 2013 |
July 22, 2013 Mr. Todd Schiffman, Assistant Director Mr. Michael Clampitt, Senior Attorney Division of Corporation Finance U.S. Securities and Exchange Commission 100 F St. NE Washington, DC 20549 RE: Talmer Bancorp, Inc. Amendment No. 1 to Confidential Draft Registration Statement on Form S-1 Confidentially Submitted on September 26, 2012 CIK No. 0001360683 Dear Mr. Schiffman: This letter is bein |
|
| July 22, 2013 |
As filed with the Securities and Exchange Commission on September 26, 2012 QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on September 26, 2012 Registration No. |
