SC 13G/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

Merchants Bancorp

(Name of Issuer)

Common Stock

(Title of Class of Securities)

58844R108

(CUSIP Number)

January 3, 2018

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

o Rule 13d-1(c)

x Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 58844R108
	1.	Names of Reporting Persons Randall D. Rogers
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		x
		(b)		o
	3.	SEC Use Only
	4.	Citizenship or Place of Organization United States
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 546,786
			6.		Shared Voting Power 1,746,000
			7.		Sole Dispositive Power 546,786
			8.		Shared Dispositive Power 1,746,000
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,292,786
	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
	11.	Percent of Class Represented by Amount in Row (9) 7.99%
	12.	Type of Reporting Person (See Instructions) IN

2

CUSIP No. 58844R108
	1.	Names of Reporting Persons Mary H. Rogers
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		x
		(b)		o
	3.	SEC Use Only
	4.	Citizenship or Place of Organization United States
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 0
			6.		Shared Voting Power 1,746,000
			7.		Sole Dispositive Power 0
			8.		Shared Dispositive Power 1,746,000
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,746,000
	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
	11.	Percent of Class Represented by Amount in Row (9) 6.09%
	12.	Type of Reporting Person (See Instructions) IN

3

CUSIP No. 58844R108
	1.	Names of Reporting Persons Katherine H. Rogers
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		x
		(b)		o
	3.	SEC Use Only
	4.	Citizenship or Place of Organization United States
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 2,569,071
			6.		Shared Voting Power 0
			7.		Sole Dispositive Power 2,569,071
			8.		Shared Dispositive Power 0
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,569,071
	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
	11.	Percent of Class Represented by Amount in Row (9) 8.96%
	12.	Type of Reporting Person (See Instructions) IN

4

CUSIP No. 58844R108
	1.	Names of Reporting Persons Carey Rogers Kulongoski
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		x
		(b)		o
	3.	SEC Use Only
	4.	Citizenship or Place of Organization United States
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 2,569,071
			6.		Shared Voting Power 0
			7.		Sole Dispositive Power 2,569,071
			8.		Shared Dispositive Power 0
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,569,071
	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
	11.	Percent of Class Represented by Amount in Row (9) 8.96%
	12.	Type of Reporting Person (See Instructions) IN

5

CUSIP No. 58844R108
	1.	Names of Reporting Persons Randall D. Rogers, Jr.
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		x
		(b)		o
	3.	SEC Use Only
	4.	Citizenship or Place of Organization United States
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 2,569,071
			6.		Shared Voting Power 0
			7.		Sole Dispositive Power 2,569,071
			8.		Shared Dispositive Power 0
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,569,071
	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
	11.	Percent of Class Represented by Amount in Row (9) 8.96%
	12.	Type of Reporting Person (See Instructions) IN

6

CUSIP No. 58844R108
	1.	Names of Reporting Persons The Randall D. Rogers Grantor Retained Annuity Trust
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		x
		(b)		o
	3.	SEC Use Only
	4.	Citizenship or Place of Organization United States
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 0
			6.		Shared Voting Power 0
			7.		Sole Dispositive Power 0
			8.		Shared Dispositive Power 0
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0
	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
	11.	Percent of Class Represented by Amount in Row (9) 0%
	12.	Type of Reporting Person (See Instructions) OO

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Item 1.
	(a)	Name of Issuer Merchants Bancorp
	(b)	Address of Issuer’s Principal Executive Offices 11555 N. MERIDIAN STREET, SUITE 400, CARMEL, IN, 46032
Item 2.
	(a)	Name of Person Filing Randall D. Rogers Mary H. Rogers Katherine H. Rogers Carey Rogers Kulongoski Randall D. Rogers, Jr., The Randall D. Rogers Grantor Retained Annuity Trust Randall D. Rogers, Mary H. Rogers, Katherine H. Rogers, Carey Rogers Kulongoski, Randall D. Rogers, Jr., and The Randall D. Rogers Grantor Retained Annuity Trust have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G Amendment as Exhibit 99.1, pursuant to which they have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Act.
	(b)	Address of Principal Business Office or, if none, Residence 11555 N. MERIDIAN STREET, SUITE 400, CARMEL, IN, 46032
	(c)	Citizenship United States
	(d)	Title of Class of Securities Common Stock
	(e)	CUSIP Number
Item 3.	If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
	(a)	o	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
	(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
	(c)	o	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
	(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
	(e)	o	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	o	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	o	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
	(h)	o	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	o	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	o	A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);
	(k)	o	Group, in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J), please specify the type of institution:____________________________

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Item 4.	Ownership
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. 1. Randall D Rogers
	(a)	Amount beneficially owned:    2,292,786
	(b)	Percent of class:    7.99%
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote    546,786
		(ii)	Shared power to vote or to direct the vote     1,746,000
		(iii)	Sole power to dispose or to direct the disposition of    546,786
		(iv)	Shared power to dispose or to direct the disposition of    1,746,000
2. Mary H. Rogers
	(a)	Amount beneficially owned:    1,746,000
	(b)	Percent of class:    6.09%
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote    0
		(ii)	Shared power to vote or to direct the vote     1,746,000
		(iii)	Sole power to dispose or to direct the disposition of    0
		(iv)	Shared power to dispose or to direct the disposition of    1,746,000

9

3. Katherine H. Rogers
	(a)	Amount beneficially owned:    2,569,071
	(b)	Percent of class:    8.96%
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote    2,569,071
		(ii)	Shared power to vote or to direct the vote     0
		(iii)	Sole power to dispose or to direct the disposition of    2,569,071
		(iv)	Shared power to dispose or to direct the disposition of    0
4. Carey Rogers Kulongoski
	(a)	Amount beneficially owned:    2,569,071
	(b)	Percent of class:    8.96%
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote    2,569,071
		(ii)	Shared power to vote or to direct the vote     0
		(iii)	Sole power to dispose or to direct the disposition of    2,569,071
		(iv)	Shared power to dispose or to direct the disposition of    0

10

5. Randall d. Rogers, Jr.
	(a)	Amount beneficially owned:    2,569,071
	(b)	Percent of class:    8.96%
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote    2,569,071
		(ii)	Shared power to vote or to direct the vote     0
		(iii)	Sole power to dispose or to direct the disposition of    2,569,071
		(iv)	Shared power to dispose or to direct the disposition of    0
6. The Randall D. Rogers Grantor Retained Annuity Trust
	(a)	Amount beneficially owned:    0
	(b)	Percent of class:    0%
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote    0
		(ii)	Shared power to vote or to direct the vote     0
		(iii)	Sole power to dispose or to direct the disposition of    0
		(iv)	Shared power to dispose or to direct the disposition of    0

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Item 5.	Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.
Not applicable.
Item 6.	Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
Not applicable.
Item 8.	Identification and Classification of Members of the Group
Not applicable.
Item 9.	Notice of Dissolution of Group
Not applicable.

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Item 10. Certification

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

February 9, 2018

Date

/s/Randall D. Rogers*

Randall D. Rogers

/s/Mary H. Rogers*

Mary H. Rogers

/s/Katherine H. Rogers*

Katherine H. Rogers

/s/Carey Rogers Kulongoski*

Carey Rogers Kulongoski

/s/Randall D. Rogers, Jr.*

Randall D. Rogers, Jr.

The Randall D. Rogers Grantor Retained Annuity Trust

By:/s/Mary H. Rogers*

Mary H. Rogers, Trustee

*By:/s/Brian J. Sullivan

Brian J. Sullivan, Attorney-in-Fact

	ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

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EX-99.1

Exhibit 99.1

JOINT FILING AGREEMENT

The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.

February 9, 2018

Date

/s/Randall D. Rogers*

Randall D. Rogers

/s/Mary H. Rogers*

Mary H. Rogers

/s/Katherine H. Rogers*

Katherine H. Rogers

/s/Carey Rogers Kulongoski*

Carey Rogers Kulongoski

/s/Randall D. Rogers, Jr.*

Randall D. Rogers, Jr.

The Randall D. Rogers Grantor Retained Annuity Trust

By:/s/Mary H. Rogers*

Mary H. Rogers, Trustee

*By:/s/Brian J. Sullivan

Brian J. Sullivan, Attorney-in-Fact