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Time-sensitive event — see the red-flag panel below for the source-quoted detail.

Red Flags Detected

  • Structural Subordination (new) — The notes are structurally subordinated to $18.6 billion of subsidiary liabilities, meaning noteholders rank behind nearly all of the company's consolidated obligations in a bankruptcy or receivership.
  • Limited Acceleration Rights (new) — Noteholders cannot accelerate payment upon a missed interest payment or covenant breach; acceleration is only available in bankruptcy or insolvency, significantly weakening enforcement rights.
NASDAQ: FRME FIRST MERCHANTS CORP 424B5

First Merchants Corp. files preliminary prospectus for subordinated notes offering; terms not yet set

Filed September 23, 2026 · ~1 min read

Key Changes

  • high

    First Merchants Corporation is offering fixed-to-floating rate subordinated notes, but the interest rate, principal amount, issue price, and maturity date are left blank in this preliminary prospectus supplement.

    The Offering verify on EDGAR →
  • high

    The notes are obligations only of the holding company and are structurally subordinated to approximately $18.6 billion of subsidiary liabilities, including bank deposits, as of June 30, 2026.

    The Offering verify on EDGAR →
  • medium

    Net proceeds will be used for general corporate purposes, including share repurchases.

    Use of Proceeds verify on EDGAR →

2 more material changes behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.

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View original filing on SEC.gov

Figures/quotes linked to EDGAR · Narrative written by AI · Sep 23, 2026 · How we verify