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 17, 2017
Chemical Financial Corporation
(Exact Name of Registrant as
Specified in its Charter)
| Michigan (State or Other Jurisdiction of Incorporation) |
000-08185 (Commission File Number) |
38-2022454 (IRS Employer Identification No.) |
|
235 E. Main Street
|
48640 (Zip Code) |
Registrant's telephone number, including area code: (989) 839-5350
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
£ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
£ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
£ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
£ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On January 17, 2017, Jeffrey L. Tate was appointed to the Board of Directors of Chemical Financial Corporation ("Chemical") effective March 1, 2017. It is expected that Mr. Tate will be appointed to the Audit Committee and the Risk Management Committee.
Mr. Tate is not a party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K. There is no arrangement or understanding pursuant to which Mr. Tate was selected as a director.
Mr. Tate will be entitled to receive compensation for his service as a director consistent with the compensation paid to other directors as described in Chemical's Proxy Statement for Chemical's April 18, 2016 annual meeting of shareholders.
| Item 7.01 | Regulation FD Disclosure. |
On January 23, 2017, Chemical issued the press release attached as Exhibit 99.1 to this Form 8-K, which is here incorporated by reference. The information under this Item 7.01 and the Exhibit are furnished to, and not filed with, the Commission.
| Item 9.01. | Financial Statements and Exhibits. | |
| (d) | Exhibits: | |
| 99.1 | Press Release dated January 23, 2017. This Exhibit is furnished to, and not filed with, the Commission. | |
| 2 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: | January 23, 2017 | CHEMICAL FINANCIAL CORPORATION (Registrant) |
| /s/ David B. Ramaker | ||
| David B. Ramaker Chief Executive Officer and President |
| 3 |
EXHIBIT INDEX
| Exhibit Number | Document | |
| 99.1 | Press Release dated January 23, 2017. This Exhibit is furnished to, and not filed with, the Commission. |