0000905729-16-000665.txt : 20160831
0000905729-16-000665.hdr.sgml : 20160831
20160831171031
ACCESSION NUMBER: 0000905729-16-000665
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160831
FILED AS OF DATE: 20160831
DATE AS OF CHANGE: 20160831
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TALMER BANCORP, INC.
CENTRAL INDEX KEY: 0001360683
STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021]
IRS NUMBER: 611511150
STATE OF INCORPORATION: MI
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2301 WEST BIG BEAVER ROAD
STREET 2: SUITE 525
CITY: TROY
STATE: MI
ZIP: 48084
BUSINESS PHONE: (248) 498-2800
MAIL ADDRESS:
STREET 1: 2301 WEST BIG BEAVER ROAD
STREET 2: SUITE 525
CITY: TROY
STATE: MI
ZIP: 48084
FORMER COMPANY:
FORMER CONFORMED NAME: First Michigan Bancorp, Inc.
DATE OF NAME CHANGE: 20100316
FORMER COMPANY:
FORMER CONFORMED NAME: STRATEGIC FINANCIAL BANCORP INC
DATE OF NAME CHANGE: 20060426
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KLEIN RONALD A
CENTRAL INDEX KEY: 0001288287
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36308
FILM NUMBER: 161863885
MAIL ADDRESS:
STREET 1: 625 MADISON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022
4
1
klein4_083116.xml
OWNERSHIP DOCUMENT
X0306
4
2016-08-31
1
0001360683
TALMER BANCORP, INC.
TLMR
0001288287
KLEIN RONALD A
2301 WEST BIG BEAVER RD
SUITE 525
TROY
MI
48084
1
0
0
0
Class A Common Stock
2016-08-31
4
D
0
23800
D
0
D
Class A Common Stock
2016-08-31
4
D
0
79286
D
0
I
Ronald A. Klein Revocable Living Trust UAD 2.26.1997
Stock Option (rights to buy)
8.25
2016-08-31
4
D
0
15000
D
2023-01-02
Class A Common Stock
15000
0
D
Stock Option (rights to buy)
6.00
2016-08-31
4
D
0
25000
D
2020-06-22
Class A Common Stock
25000
0
D
Disposed of pursuant to an agreement and plan of merger between the issuer and Chemical Financial Corporation ("Chemical") in exchange for total cash consideration of approximately $38,318 and total stock consideration of 11,245 shares of Chemical common stock having a market value of $46.22 per share on the effective date of the merger, which represents an exchange ratio of 0.4725 Chemical shares and $1.61 in cash per share of the issuer's Class A common stock.
Disposed of pursuant to an agreement and plan of merger between the issuer and Chemical Financial Corporation ("Chemical") in exchange for total cash consideration of approximately $127,650 and total stock consideration of 37,462 shares of Chemical common stock having a market value of $46.22 per share on the effective date of the merger, which represents an exchange ratio of 0.4725 Chemical shares and $1.61 in cash per share of the issuer's Class A common stock.
These options, which were fully vested on the January 2, 2013 grant date, were assumed by Chemical in the merger and replaced with an option to purchase 7,619 shares of Chemical common stock for $16.24 per share.
These options, which were exercisable in three equal annual installments on June 22, 2011, June 22, 2012 and June 22, 2013, were assumed by Chemical in the merger and replaced with an option to purchase 12,698 shares of Chemical common stock for $11.81 per share.
/s/ Ronald A. Klein By: Talmer Bancorp, Inc. by POA: Suzanne R. Ryan, Paralegal
2016-08-31