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Section 1: 11-K (11-K FIRST MERCHANTS CORP - 2018 RETIREMENT INCOME AND SAVINGS PLAN)

Document



UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 11-K

[X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2018

[ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 0-17071


A.Full title of the plan and the address of the plan, if different from that of the Issuer named below:

First Merchants Corporation
Retirement Income and Savings Plan

B.Name of issuer of the securities held pursuant to the plan and the address of its principal office:

First Merchants Corporation
200 East Jackson Street
Muncie, Indiana 47305







First Merchants Corporation
Retirement Income and Savings Plan
EIN 35-1544218 PN 002
Independent Auditor's Report and Financial Statements
December 31, 2018 and 2017





First Merchants Corporation
Retirement Income and Savings Plan
December 31, 2018 and 2017


Contents


Report of Independent Registered Public Accounting Firm
1

 
 
Financial Statements
 
Statements of Net Assets Available for Benefits
3

Statements of Changes in Net Assets Available for Benefits
4

Notes to Financial Statements
5

 
 
Supplemental Schedule
 
Schedule H, Line 4i - Schedule of Assets (Held at End of Year) as of December 31, 2018
14





398234849_bkdletterheada01.jpg
Report of Independent Registered Public Accounting Firm


Plan Administrator, Plan Participants, Audit Committee and
Employee Benefit Plan Administrative Committee
First Merchants Corporation Retirement Income and Savings Plan
Muncie, Indiana

Opinion on the Financial Statements

We have audited the accompanying statements of net assets available for benefits of First Merchants Corporation Retirement Income and Savings Plan (the Plan) as of December 31, 2018 and 2017, the related statements of changes in net assets available for benefits for the years then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2018 and 2017, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.
Basis of Opinion

These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.


1




Report on Supplemental Information

The supplemental information in the accompanying schedule of assets (held at end of year) as of December 31, 2018 has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental schedule is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental schedule reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental schedule. In forming our opinion on the supplemental schedule, we evaluated whether the supplemental schedule, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the schedule of assets (held at end of year) as of December 31, 2018 is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole.

/s/ BKD, LLP

We have served as the Plan’s auditor since 1991

Indianapolis, Indiana
June 6, 2019


2




First Merchants Corporation
Retirement Income and Savings Plan
Statements of Net Assets Available for Benefits
December 31, 2018 and 2017

 
2018
2017
 
Assets
 
 
 
Investments, at fair value
 
 
 
Common Stock
$
8,137,857

$
9,819,243


Mutual Funds
115,420,947

118,326,737


Money Market Funds
13,235,245

7,477,650


Collective Investment Fund

5,062,796


Total Investments
136,794,049

140,686,426


 
 
 
 
Receivables
 
 
 
Accrued Income
1,413,101

968,034


Employer Contributions
590,968

597,097


Notes Receivable from Participants
2,081,018

2,024,485


Total Receivables
4,085,087

3,589,616


 
 
 
 
Non-interest Bearing Cash
14,629

297,645


 
 
 
 
Total Assets
140,893,765

144,573,687


 
 
 
 
Liabilities
 
 
 
Excess Contributions Refundable
48,796

78,357


 
 
 
 
Net Assets Available for Benefits
140,844,969

144,495,330



















See Notes to Financial Statements

3




First Merchants Corporation
Retirement Income and Savings Plan
Statements of Changes in Net Assets Available for Benefits
Years Ended December 31, 2018 and 2017

 
2018
2017
 
Investment (Loss) Income
 
 
 
Net (Depreciation) Appreciation in Fair Value of Investments
$
(15,296,833
)
$
14,583,050


Investment Dividends
5,682,649

4,926,906


Net Investment (Loss) Income
(9,614,184
)
19,509,956


 
 
 
 
Interest Income From Notes Receivable from Participants
91,965

82,734


 
 
 
 
Contributions
 
 
 
Participants
6,703,452

5,758,819


Employer
5,131,596

3,749,478


Rollovers
1,970,625

569,572


Total Contributions
13,805,673

10,077,869


 
 
 
 
Total Additions
$
4,283,454

$
29,670,559


 
 
 
 
 
 
 
 
Deductions
 
 
 
Benefits Paid to Participants
7,933,738

9,816,504


Administrative Expenses
77

219


Total Deductions
$
7,933,815

$
9,816,723


 
 
 
 
Net (Decrease) Increase
(3,650,361
)
19,853,836


 
 
 
 
Net Assets Available for Benefits, Beginning of Year
144,495,330

124,641,494


 
 
 
 
Net Assets Available for Benefits, End of Year
$
140,844,969

$
144,495,330







See Notes to Financial Statements

4




First Merchants Corporation
Retirement Income and Savings Plan
Notes to Financial Statements
December 31, 2018 and 2017

Note 1:
Description of Plan

The following description of First Merchants Corporation Retirement Income and Savings Plan (the Plan) provides only general information. Participants should refer to the Plan Document and Summary Plan Description for a more complete description of the Plan's provisions, which are available from the Plan Administrator.
General
The Plan is a defined-contribution plan sponsored by First Merchants Corporation (Corporation) for the benefit of all employees who are age 18 or older. A related employer who also participates in the Plan is First Merchants Bank. Through the following recent acquisitions, all eligible employees from these acquired banks were permitted to participate in the Plan effective the day following the respective acquisition dates:
Citizens Financial Bank - Acquired on November 12, 2013.
Community Bank - Acquired on November 7, 2014.
Cooper State Bank - Acquired on April 17, 2015.
Ameriana Bank - Acquired on December 31, 2015
The Arlington Bank - Acquired on May 19, 2017
iAB Financial Bank - Acquired on July 14, 2017.

Through the acquisition of Ameriana Bank, the decision was made to merge the Ameriana 401(k) Plan into the Plan on July 8, 2016. Cooper State Bank and The Arlington Bank were both participants in a multi-employer Pentegra 401(k) Plan in which participation ceased in that plan on the acquisition date. Citizens Financial Bank, Community Bank and iAB Financial Bank all had former 401(k) plans which were terminated and distributed.
The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). First Merchants Private Wealth Advisors, a division of First Merchants Bank, is the trustee and record keeper of the Plan. First Merchants, as custodian, employs Fidelity to hold the majority of the Plan's assets on its behalf.
Contributions
The Plan permits eligible employees, through a salary deferral election, to contribute up to 75% of eligible compensation, not to exceed the maximum annual limit allowed by law. Employee rollover contributions are also permitted. The Plan also accepts Roth elective deferrals made on behalf of participants. Catch-up contributions are also available for participants in the year in which they turn 50 years of age.


5



First Merchants Corporation
Retirement Income and Savings Plan
Notes to Financial Statements
December 31, 2018 and 2017

Prior to March 1, 2005, the Corporation made matching contributions of its employees' salary deferral amounts of 25% of the first 5% of employees' eligible compensation for all participating employees. After March 1, 2005, the matching contribution described above was the only type of employer contribution granted to grandfathered pension plan participants who were at least age 55 and credited with at least ten years of service on February 28, 2005. Effective January 1, 2013, the structure of the matching contribution for grandfathered participants was changed to the same match structure as all other active employees as described below. The remaining participants could receive two different types of employer contributions. The Corporation's contributions are as follows:
Retirement Security Contribution (RSC): Effective January 1, 2013, the plan was amended to replace the previous service weighted contribution structure, which allowed for an employer contribution range from 2% to 7% of pay based on years of continuous service, to a non-elective 2% of pay annual contribution. The participant must have 1,000 hours of service and be employed at the end of the Plan year. Any employee who is hired or rehired after January 1, 2010 is not eligible for the Retirement Security Contribution.

Matching contributions: Effective January 1, 2013, the plan was amended to change the match structure to increase the employer match to a maximum of 4.5% of employees' eligible compensation. The matching employer contribution increased from 50% of the first 6% of employees' eligible compensation, to 100% of the first 3% of employees’ eligible compensation plus 50% of contributions that exceed 3% but are less than 6% of eligible compensation for all participating employees.

The end of year requirement does not apply for participants who have terminated due to normal retirement age, death, or disability. Prior to January 1, 2010, the end of year requirement did not apply for participants who terminated due to early retirement age, which was defined as age 55 and greater than five years of service. Effective January 1, 2010, there is no longer an early retirement provision under the Plan. Normal retirement is defined as age 65 if you are a participant in the Plan at March 1, 2005. If you became a participant in the Plan after March 1, 2005, then the normal retirement date is the later of age 65 or the 5th anniversary of your earliest participation date. Prior to January 1, 2010, the entry date for retirement security and transition contributions was March 1, 2005, and each subsequent January 1. Effective January 1, 2010, any employee who is hired or rehired after January 1, 2010 is not eligible for the retirement security contribution.
The Plan Document also includes an automatic deferral feature whereby a participant will automatically be set up to defer 3% of eligible compensation on their third pay, unless the participant made an affirmative election otherwise. Contributions are subject to certain limitations.
The Corporation provided a special employer contribution during 2018 for all active participants in the Plan as of December 15, 2018. Full time employees, those working greater than 35 hours, received a $500 contribution and part-time employees received a $200 contribution.
Participant Investment Account Options
Investment account options available include various funds as well as Corporation common stock. Each participant has the option of directing his contributions into any of the separate investment accounts and may change the allocation daily. Allocations to the Corporation's common stock are generally limited to 25% of the applicable account balance.



6



First Merchants Corporation
Retirement Income and Savings Plan
Notes to Financial Statements
December 31, 2018 and 2017

Participant Accounts
Each participant's account is credited with the participant's contribution, the Corporation's contribution and Plan earnings. Allocations of Plan earnings are based on participant account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account.
Vesting
Participants are immediately vested in their voluntary contributions and rollover contribution accounts plus earnings thereon. Vesting in the Corporation's matching contribution portion of their accounts plus earnings thereon is based on years of credited service. A participant is fully vested in the matching contribution portion of their account after five years of credited service. Effective January 1, 2016, for acquired participants, predecessor employer service will be based on years of continuous service, The vesting in the retirement security contribution portion of their account plus earnings is 100% after three years of credited service and vesting in the transition contribution portion of their account plus earnings is immediate since all eligible participants have at least ten years of service. Former Ameriana 401(k) Plan participants are 100% vested in all former Ameriana 401(k) Plan contributions transferred to the Plan in 2016. The nonvested balance is forfeited upon termination of service. Forfeitures are used to reduce the Corporation's contribution or to pay reasonable administrative expenses of the Plan.
Payment of Benefits
Upon termination of service, participants may elect to receive a lump-sum amount or installments equal to the value of their accounts. Withdrawals other than for termination are permitted under certain circumstances provided by the Plan. Plan assets may include amounts allocated to accounts of terminated or retired participants who have elected to withdraw from the Plan but have not yet been paid.
Forfeited Accounts
At December 31, 2018 and 2017, there was no unused forfeited nonvested account balance. These accounts will be used to reduce future employer contributions. Also, in 2018 and 2017, employer contributions were reduced by approximately $216,000 and $194,000, respectively, from forfeited nonvested accounts.
Notes Receivable From Participants
Effective January 1, 2010, the Plan Document includes provisions authorizing loans from the Plan to active eligible participants. The minimum amount of a loan shall be $1,000. The maximum amount of a participant's loans is determined by the available loan balance restricted to the lesser of $50,000 or 50% of the participant's vested account balance. All loans are covered by demand notes and are repayable over a period not to exceed five years through payroll withholdings unless the participant is paying the loan in full. Interest on the loans is based on local prevailing rates as determined by the Plan Administrator.
Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent notes receivable from participants are reclassified as benefits paid based upon the terms of the Plan Document.



7




First Merchants Corporation
Retirement Income and Savings Plan
Notes to Financial Statements
December 31, 2018 and 2017

Plan Termination
Although it has not expressed any intent to do so, the Corporation has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts.

Note 2:
Summary of Significant Accounting Policies
Basis of Accounting
The accompanying financial statements are prepared on the accrual method of accounting.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of net assets and changes in net assets available for benefits. Actual results could differ from those estimates.
Valuation of Investments and Income Recognition
Quoted market prices, if available, are used to value investments. Mutual funds are valued at the net asset value of shares held by the Plan at year end. Prior to the sale during 2018 of the Plan's interest in the collective investment fund (Federated Capital Preservation Fund), this fund was also valued at the net asset value of shares held by the Plan at year end. Investment in the Corporation's common stock is valued at the quoted market price on the last business day of the plan year. The collective investment fund invested in investments that pursue multiple strategies to exceed the performance of certain industrial averages. The funds invested in money market mutual funds and guaranteed investment contracts. The net asset value of the fund is determined as of the end of each month utilizing the values of the underlying assets. The fund provided daily liquidity at contract value for any participant withdrawing and transferring funds.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net appreciation (depreciation) includes the Plan's gains and losses on investments bought and sold as well as held during the year.
Plan Tax Status
The Plan obtained its latest determination letter on May 28, 2014, in which the Internal Revenue Service stated that the Plan and related trust, as then designed, were in compliance with the applicable requirements of the Internal Revenue Code (IRC) and therefore not subject to tax. Although the Plan has been amended since receiving the determination letter, the Plan Administrator and the Plan’s tax counsel believe that the Plan is designed, and is currently being operated, in compliance with the applicable requirements of the IRC and, therefore, believe that the Plan is qualified, and the related trust is tax exempt.
Payment of Benefits
Benefit payments to participants are recorded upon distribution.



8



First Merchants Corporation
Retirement Income and Savings Plan
Notes to Financial Statements
December 31, 2018 and 2017

Administrative Expenses
Administrative expenses may be paid by the Corporation or the Plan, at the Corporation's discretion.

Note 3:
Disclosures About Fair Value of Assets and Liabilities

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements must maximize the use of observable inputs and minimize the use of unobservable inputs. There is a hierarchy of three levels of inputs that may be used to measure fair value:

Level 1
Quoted prices in active markets for identical assets or liabilities
Level 2
Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities
Level 3
Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities
Following is a description of the valuation methodologies used for assets measured at fair value on a recurring basis and recognized in the accompanying statements of net assets available for benefits, as well as the general classification of such assets and liabilities pursuant to the valuation hierarchy. There have been no significant changes in the valuation techniques during the year ended December 31, 2018. The Plan has no liabilities measured on a recurring basis and has no assets or liabilities measured at fair value on a nonrecurring basis.
Investments
Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. Level 1 securities include common stock, mutual funds and money market funds. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. There are no Level 2 securities held by the Plan. In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy. There are no Level 3 securities held by the Plan.



9



First Merchants Corporation
Retirement Income and Savings Plan
Notes to Financial Statements
December 31, 2018 and 2017

The following tables presents the fair value measurements of assets recognized in the accompanying statement of net assets available for benefits measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurements fall at December 31, 2018 and 2017:
 
 
2018
 
 
Fair Value Measurements Using
 
 
Quoted Prices
 
 
 
 
in Active
Significant
 
 
 
Markets for
Other
Significant
 
 
Identical
Observable
Unobservable
 
Fair
Assets
Inputs
Inputs
 
Value
(Level 1)
(Level 2)
(Level 3)
Common Stock
$
8,137,857

$
8,137,857

 
 
Mutual Funds
115,420,947

115,420,947

 
 
Money Market Fund
13,235,245

13,235,245

 
 
Investments in the Fair Value Hierarchy
$
136,794,049

$
136,794,049

 
 


 
 
2017
 
 
Fair Value Measurements Using
 
 
Quoted Prices
 
 
 
 
in Active
Significant
 
 
 
Markets for
Other
Significant
 
 
Identical
Observable
Unobservable
 
Fair
Assets
Inputs
Inputs
 
Value
(Level 1)
(Level 2)
(Level 3)
Common Stock
$
9,819,243

$
9,819,243

 
 
Mutual Funds
118,326,737

118,326,737

 
 
Money Market Fund
7,477,650

7,477,650

 
 
Investments in the Fair Value Hierarchy
$
135,623,630

$
135,623,630

 
 
Investment measured at net asset value (A)
5,062,796

 
 
 
Investments at Fair Value
$
140,686,426

$
135,623,630



 
 
 
 
 
A) In accordance with Subtopic 820-10, certain investments that were measured at net asset value per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the line items presented in the statement of net assets available for benefits.


10



First Merchants Corporation
Retirement Income and Savings Plan
Notes to Financial Statements
December 31, 2018 and 2017

Investments Measured Using the Net Asset Value per Share Practical Expedient
The following table summarized investments for which fair value was measured using the net asset value per share practical expedient as of December 31, 2017. There were no participant redemption restrictions for these investments; the redemption notice period was applicable only to the Plan.
 
December 31, 2017
 
Fair Value
Unfunded Commitments
Redemption Frequency
Redemption Notice Period
Collective Investment Fund
$5,062,796
$0
Daily
None

Note 4:
Party-in-Interest Transactions

Party-in-interest transactions include those with fiduciaries or employees of the Plan, any person who provides services to the Plan, an employer whose employees are covered by the Plan, an employee organization whose members are covered by the Plan, a person who owns 50 percent or more of such an employer or employee association, or relatives of such persons.
First Merchants Private Wealth Advisors provides trustee and record keeping services at no cost to the Plan.
The Plan received investment fee rebates of $52,323 and $55,724 during 2018 and 2017, respectively, from mutual fund providers. Individually nonmaterial expenses paid to parties-in-interest aggregated $77 for 2018 and $219 for 2017. The Company provides certain administrative services at no cost to the Plan.


11



First Merchants Corporation
Retirement Income and Savings Plan
Notes to Financial Statements
December 31, 2018 and 2017


The Plan invests in First Merchants Corporation common stock. Activity at fair value was as follows:

 
First Merchants
 
Corporation
 
Common Stock
 
 
Balance at January 1, 2017
$
9,892,650

 
 
Total unrealized gain included in net increase in
 
net assets available for benefits
191,263

Total realized gain included in net increase in
 
net assets available for benefits
902,346

Purchases
604,581

Settlements
(1,771,597
)
 
 
Balance at December 31, 2017
9,819,243

 
 
Total unrealized loss included in net increase in
 
net assets available for benefits
(2,080,373
)
Total realized gain included in net increase in
 
net assets available for benefits
257,948

Purchases
623,796

Settlements
(482,757
)
 
 
Balance at December 31, 2018
$
8,137,857




Risks and Uncertainties

The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the participants' account balances and the amounts reported in the statements of net assets available for benefits.


12




Supplemental Schedule


13



First Merchants Corporation
Retirement Income and Savings Plan
Employer Identification Number: 35-1544218 Plan Number: 002
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
December 31, 2018



 (c)

(a)(b)
 Description of

Identity of Issue,
 Investment
 (e)
Borrower, Lessor or
 Including Par or
 Current
Similar Party
 Maturity Value
 Value
Common Stock



*First Merchants Corporation
237,463

shares
$
8,137,857







Mutual Funds



American Capital World Bond Fund
35,079

shares
675,276

American Europacific Growth Fund
41,118

shares
1,849,899

Columbia High Yield Bond Fund
866,601

shares
2,331,158

Dodge & Cox International Fund
43,559

shares
1,607,766

Federated SH-Interm Total Return Bond Fund
91,949

shares
930,520

Federated Total Return Bond
461,295

shares
4,815,923

Fidelity Contra Fund
885,612

shares
9,750,590

MFS International Discovery Fund
37,120

shares
1,078,720

Nuveen Mid Cap Growth Fund
78,170

shares
2,654,663

Nuveen Real Estate Fund
100,310

shares
1,838,689

T Rowe Price Emerging Markets Fund
19,528

shares
731,718

T Rowe Price Dividend Growth Fund
138,313

shares
5,735,835

Vanguard 500 Index Fund
34,677

shares
8,025,683

Vanguard Balanced Index AD
26,051

shares
859,417

Vanguard High Div Yield Ind Fund
29,058

shares
897,305

Vanguard International Growth Admiral
18,096

shares
1,433,552

Vanguard Total International Stock Admiral
11,734

shares
297,699

Vanguard Mid Cap Index Fund
31,295

shares
5,352,754

Vanguard Selected Value
189,328

shares
4,256,102

Vanguard Short Term Federal Admiral
162,163

shares
1,710,818

Vanguard Short Term Inflation Protected Bond
18,009

shares
432,404

Vanguard Small Cap Growth Index Fund
47,427

shares
2,511,243










14



First Merchants Corporation
Retirement Income and Savings Plan
Employer Identification Number: 35-1544218 Plan Number: 002
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
December 31, 2018



 
 (c)
 
(a)(b)
 Description of
 
Identity of Issue,
 Investment
 (e)
Borrower, Lessor or
 Including Par or
 Current
Similar Party
 Maturity Value
 Value
Mutual Funds (cont.)
 
 
 
Vanguard Small Cap Index Admiral
58,022

shares
3,668,761

Vanguard Small Cap Value Index Fund
67,331

shares
3,299,890

Vanguard Target 2015 Fund
208,037

shares
2,883,388

Vanguard Target 2020 Fund
142,336

shares
4,075,068

Vanguard Target 2025 Fund
423,490

shares
7,203,557

Vanguard Target 2030 Fund
294,194

shares
9,067,060

Vanguard Target 2035 Fund
286,486

shares
5,391,665

Vanguard Target 2040 Fund
130,129

shares
4,204,480

Vanguard Target 2045 Fund
140,036

shares
2,830,136

Vanguard Target 2050 Fund
61,349

shares
1,995,072

Vanguard Target 2055 Fund
41,135

shares
1,452,061

Vanguard Target 2060 Fund
23,671

shares
737,824

Vanguard Target 2065 Fund
2,115

shares
41,470

Vanguard Target Income Fund
115,799

shares
1,476,438

Vanguard Windsor II Fund
132,542

shares
7,316,343

 
 
 
115,420,947

 
 
 
 
 
 
 
 
Money Market Funds
 
 
 
Federated Government Obligation Fund
9,679,465

shares
9,679,465

Federated U.S. Treasury Cash Fund
3,555,780

shares
3,555,780

 
 
 
13,235,245

 
 
 
 
*Participant Loans
 4.0% - 5.5%, 01/2019 - 12/2023
2,081,018

 
 
 
 
 
 
 
138,875,067





15



SIGNATURES


The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

    
    

First Merchants Corporation Retirement Income and Savings Plan


Date: June 6, 2019
/s/ Mark K. Hardwick
Mark K. Hardwick
Executive Vice President,
Chief Financial Officer and Chief Operating Officer
                    


16
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Section 2: EX-23.1 (BKD CONSENT LETTER)

Exhibit




398234849_bkdletterheada01.jpg



Consent of Independent Registered Public Accounting Firm


We consent to the incorporation by reference in the Registration Statement of First Merchants Corporation on Form S-8 (File Number 333-50484) of our report dated June 6, 2019, on our audits of the financial statements of First Merchants Corporation Retirement Income and Savings Plan for the years ended December 31, 2018 and 2017, which report is included in this Annual Report on Form 11-K.
 
/s/ BKD, LLP
 
Indianapolis, Indiana
June 6, 2019



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