10-K/A 1 l13643ae10vkza.htm FIRSTMERIT FORM 10-K/A FORM 10-K/A
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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K/A
(Amendment No. 1)

[X]             ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2004

COMMISSION FILE NUMBER 0-10161

FIRSTMERIT CORPORATION

(Exact name of registrant as specified in its charter)

     
OHIO

(State or other jurisdiction of
incorporation or organization)
  34-1339938

(I.R.S. employer identification no.)
         
III Cascade Plaza, Akron, Ohio

(Address of principal executive offices)
  44308

(Zip code)
  (330) 996-6300

(Telephone Number)

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

COMMON STOCK, NO PAR VALUE

and
PREFERRED SHARE PURCHASE RIGHTS

(Title of Class)

     Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to the filing requirements for at least the past 90 days. Yes [X] No [ ]

     Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]

     Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes [X] No [ ]

     State the aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of the last business day of the registrant’s most recently completed second fiscal quarter: $2,236,937,090.

     Indicate the number of shares outstanding of registrant’s common stock as of March 31, 2005: 83,611,987 shares of common stock, without par value.

DOCUMENTS INCORPORATED BY REFERENCE

     Portions of the Proxy Statement of FirstMerit Corporation, dated March 17, 2005, are incorporated by reference in Part III.


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PLAN FINANCIAL STATEMENTS

     The undersigned registrant hereby amends the following item of its Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 on Form 10-K for the fiscal year ended December 31, 2004 for the purpose of furnishing the financial statements of the FirstMerit Corporation and Affiliates Employees’ Salary Savings Retirement Plan.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

FirstMerit Corporation and
Affiliates Employees’ Salary
Savings Retirement Plan

Financial Statements And Supplemental
Schedules
December 31, 2004 and 2003

 


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FIRSTMERIT CORPORATION AND AFFILIATES
EMPLOYEES’ SALARY SAVINGS RETIREMENT PLAN

FINANCIAL REPORT

DECEMBER 31, 2004 AND 2003

 



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(HAUSSER + TAYLOR LLC LOGO)

To the Board of Directors
  of FirstMerit Corporation

Report of Independent Registered Public Accounting Firm

     We have audited the accompanying statements of net assets available for benefits of FirstMerit Corporation and Affiliates Employees’ Salary Savings Retirement Plan (the “Plan”) as of December 31, 2004 and 2003, and the related statements of changes in net assets available for benefits for the years then ended. 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 conducted our audits in accordance with the auditing standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of internal control over financial reporting. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, 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. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

     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, 2004 and 2003, and changes in net assets available for benefits for the years then ended in conformity with U.S. generally accepted accounting principles.

     Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets (held at end of year) as of December 31, 2004 and reportable transactions for the year ended December 31, 2004 are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan’s management. The supplemental schedules have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole.

(HAUSSER + TAYLOR LLC)

Cleveland, Ohio
April 12, 2005

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(NEXIA INTERNATIONAL LOGO)

 


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FIRSTMERIT CORPORATION AND AFFILIATES EMPLOYEES’
SALARY SAVINGS RETIREMENT PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

December 31, 2004 and 2003


                 
    2004     2003  
ASSETS
               
 
               
Investments:
               
Mutual funds, at fair value
  $ 54,625,675     $ 45,423,119  
FirstMerit Corporation Common Stock, at fair value
    65,604,094       64,480,403  
Loans to participants
    1,103,587       923,993  
 
           
Total investments
    121,333,356       110,827,515  
 
               
Receivables:
               
Contributions receivable from participants
    293,356       237,110  
Contributions receivable from employer
    158,478       135,228  
Investment income
    118,299       68,445  
 
           
Total receivables
    570,133       440,783  
 
           
Cash
    9,338          
 
           
Total assets
    121,912,827       111,268,298  
 
           
 
               
LIABILITIES
               
 
               
 
               
Cash overdraft
          5,734  
 
           
 
               
NET ASSETS AVAILABLE FOR BENEFITS
  $ 121,912,827     $ 111,262,564  
 
           

The accompanying notes are an integral part of these financial statements.

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FIRSTMERIT CORPORATION AND AFFILIATES EMPLOYEES’
SALARY SAVINGS RETIREMENT PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

Years Ended December 31, 2004 and 2003


                 
    2004     2003  
ADDITIONS
               
Contributions:
               
Participants’ contributions
  $ 6,852,421     $ 6,430,366  
Employer’s contributions
    3,697,601       3,535,814  
 
           
 
    10,550,022       9,966,180  
 
               
Investment income:
               
Interest
    54,326       57,884  
Dividends
    3,235,933       2,930,183  
Net appreciation of investments
    5,557,567       19,658,855  
 
           
 
    8,847,826       22,646,922  
 
Assets received from new participants
    242,063       242,987  
 
           
Total additions
    19,639,911       32,856,089  
 
               
DEDUCTIONS
               
Benefits paid to participants
    8,989,648       5,187,139      
 
           
 
Total deductions
    8,989,648       5,187,139  
 
           
 
NET INCREASE
    10,650,263       27,668,950  
NET ASSETS AVAILABLE FOR BENEFITS -
             
BEGINNING OF YEAR
    111,262,564       83,593,614  
 
           
END OF YEAR
  $ 121,912,827     $ 111,262,564  
 
           

The accompanying notes are an integral part of these financial statements.

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FIRSTMERIT CORPORATION AND AFFILIATES EMPLOYEES’
SALARY SAVINGS RETIREMENT PLAN

NOTES TO FINANCIAL STATEMENTS

Note 1. Description of the Plan

The following brief description of the FirstMerit Corporation and Affiliates (“FirstMerit”) (the “Company”) Employees’ Salary Savings Retirement Plan (the “Plan”) provides only general information. Participants should refer to the Plan Agreement for a more complete description of the Plan’s provisions.

A. General

The Board of Directors of FirstMerit Corporation established this defined contribution plan as of October 1, 1985. The Plan covers all employees of FirstMerit who have six months of service and have attained the age of twenty-one. The Plan is subject to certain provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”), as amended.

B. Contributions

The Plan permits each participant to contribute from one percent to fifteen percent of compensation. Such contributions are known as voluntary pretax employee contributions. A participant’s voluntary pretax contributions and earnings are immediately vested and non-forfeitable.

FirstMerit contributes as a matching contribution an amount equal to 50 percent of the participant’s voluntary pretax contribution. FirstMerit will not make a matching contribution with respect to any portion of a participant voluntary pre-tax contribution that exceeds six percent of the participant’s basic compensation. These employer matching contributions and earnings are immediately vested and nonforfeitable.

The Plan also includes a supplemental matching account whereby FirstMerit makes additional matching contributions equal to 50% of the participant’s voluntary pretax employee contributions which do not exceed three percent of the participant’s basic compensation. Participants become vested in the Supplemental Matching Program upon achieving five years of service or upon attaining normal retirement age. Effective January 1, 2002 the Plan was amended whereby participants are immediately vested in the Supplemental Matching account. All prior Supplemental Matching contributions were merged into, and future contributions are being made to, the Matching ESOP account.

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FIRSTMERIT CORPORATION AND AFFILIATES EMPLOYEES’
SALARY SAVINGS RETIREMENT PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Note 1. Description of the Plan (Continued)

C. Investments

The following is a summary of investment options (Investment Funds) available to participants at December 31, 2004 and 2003:

Federated Government Obligations Fund: The fund seeks to provide conservative investors with a nigh quality portfolio, current income and relative safety. This money market fund invests in U.S. Treasury, government agency securities and repurchase agreements backed by government securities.

Federated U.S. Government Securities Fund 1-3 Years: The fund seeks to provide investors with current income and limited price volatility by investing in U.S. Treasury and government agency securities.

Federated Capital Preservation Fund: The fund seeks to offer investors stable principal with high current income by investing in Guaranteed Investment Contracts issued by major U.S. and Canadian life insurance companies and other stable value products.

Federated Capital Appreciation Fund: The fund is an established equity fund that pursues capital appreciation over the long-term by investing predominantly in medium to large capitalization common stocks.

Fidelity Advisor Intermediate Bond Fund: The fund invests in investment-grade bonds from different sectors of the market to give investors greater return potential through exposure to corporate and mortgage-backed securities.

Fidelity Advisor Equity Growth Fund: The fund invests in attractively priced stocks of companies that demonstrate the potential for above-average earnings and revenue growth, a strategy that may translate into strong returns for investors.

Fidelity Advisor Equity Income Fund: The fund is a value-oriented fund which invests in undervalued securities to take advantage of growth potential while striving to provide below average risk compared to similar funds.

Fidelity Balanced Fund: The fund seeks income and capital growth consistent with reasonable risk by investing approximately 60% of the fund’s assets in equities and the remainder in a broadly diversified portfolio of debt securities. It invests at least 25% of assets in fixed-income senior securities.

Fidelity Blue Chip Growth Fund: The fund seeks growth of capital over the long-term by investing primarily in a diversified portfolio of common stocks of well-known and established companies with a market capitalization of at least $200,000,000.

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FIRSTMERIT CORPORATION AND AFFILIATES EMPLOYEES’
SALARY SAVINGS RETIREMENT PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Note 1. Description of the Plan (Continued)

  C.   Investments (Continued)
 
      Fidelity Overseas Fund: The fund seeks long-term growth of capital by investing in equities issued by companies, whose principal business activities are outside of the United States. The fund seeks diversity among both industries and countries outside of North America.
 
      T. Rowe Price Small-Cap Stock Fund: The fund seeks long-term growth of capital through investment in stock of small companies that are potentially undervalued or have growth prospects.
 
      Vanguard 500 Index Fund: The fund seeks investment results that correspond with the price and yield performance of the S&P 500 Index. The fund tracks the performance of the S&P 500 Index, which is dominated by the stock of large U.S. companies.
 
      FirstMerit Corporation Common Stock: The Plan provides for participants to invest directly in Common Shares of the Company. Each participant electing to purchase Common Shares of the Company through the Plan is permitted to vote such Common Shares in the same manner as any other shareholder and is furnished proxy materials to such effect. Dividends paid by FirstMerit are reinvested in the Plan.
 
      Dodge & Cox Stock Fund: The fund primarily seeks long-term growth of principal and income, and, secondarily, to achieve reasonable current income. The fund invests in broadly diversified portfolio of common stocks believed to be undervalued.
 
      SEI Stable Asset Fund: The fund seeks to preserve principal and earn current income through a diversified portfolio of high quality investments, including wrapped fixed income investments to enhance credit quality and diversification.
 
      Templeton Foreign Fund: The fund’s goal is to generate long-term capital growth primarily through investment in equity securities of foreign companies, including emerging markets. The fund is appropriate for investors with a long-term horizon and risk tolerance for foreign equity investments.
 
      Vanguard Mid Cap Index Fund: The fund seeks to match performance of a benchmark index of mid-capitalization stocks. The fund employs a passive management strategy designed to track performance of the MSCI Mid Cap 450 Index.

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FIRSTMERIT CORPORATION AND AFFILIATES EMPLOYEES’
SALARY SAVINGS RETIREMENT PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Note 1. Description of the Plan (Continued)

  C.   Investments (Continued)
 
      Vanguard Total Stock Market Index Fund: The fund seeks to match performance of a benchmark index of the overall stock market. The fund primarily invests in the 1,300 largest U. S. common stocks in the Wilshire 5000 Total Stock Market Index.
 
      PIMCO Total Return Fund: The fund seeks maximum total return, consistent with preservation of capital and prudent investment management. The fund invests primarily in a diversified portfolio of fixed income instruments of various maturities.
 
      During the Plan year ended December 31, 2004, the following Investment Funds were removed as investment options: Federated Capital Preservation Fund, Federated Capital Appreciation Fund, Fidelity Advisor Intermediate Bond Fund, Fidelity Advisor Equity Income Fund and Fidelity Overseas Fund.
 
  D.   Participants’ Accounts
 
      FirstMerit Bank, N.A. (a subsidiary of FirstMerit), as the trustee for the Plan, maintains separate accounts for each participant. Participants can contribute to one investment or a combination thereof with the minimum investment in any option of 5%. Employer matching contributions are invested solely in FirstMerit Corporation common stock purchased on the open market by the trustee.
 
  E.   Payment of Benefits
 
      Distributions to participants are made by one or more of the following methods: (1) a single lump-sum payment, in cash and/or FirstMerit stock; or (2) payments in equal or nearly equal monthly, quarterly, semiannual, or annual installments over any period not exceeding 10 years or the participant’s life expectancy at the date such payments commence, if less. Benefit distributions are recorded when paid to participants.
 
  F.   Loans to Participants
 
      The loan feature allows participants to borrow against amounts accumulated in the Plan on their behalf. The plan document sets forth guidelines as to certain limitations, and permissible interest rates and repayment terms.
 
  G.   Administrative Expenses
 
      All expenses associated with administering the Plan, including the trustee’s fees and brokerage commissions on purchases of and transfers between Investment Funds, are paid by FirstMerit.

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FIRSTMERIT CORPORATION AND AFFILIATES EMPLOYEES’
SALARY SAVINGS RETIREMENT PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Note 1. Description of the Plan (Continued)

  H.   Diversification
 
      Prior to June 9, 2004 and in prior years, and prior to participants attaining age 55, all amounts held in participants’ Matching ESOP Account and Supplemental Retirement ESOP accounts were invested entirely in shares of FirstMerit Corporation common stock. At age 55, participants were then entitled to direct the trustee to invest up to 25% of the amount held in their Matching Contribution ESOP Account among the funds described in Note 1, Section C. The percentage increases to 50% when they reach age 60.
 
      Effective June 9, 2004, Plan participants are able to diversify out of the mandatory Company stock investment accounts to the other available mutual fund investments. As of the first day of the calendar quarter immediately following each participant’s three year service anniversary, participants’ Matching ESOP Accounts will be moved to new Matching Diversification ESOP Accounts, which permit transfer of investments from Company stock to other mutual fund investments. In addition, participants’ future semi-monthly payroll matching contributions, which are made by FirstMerit, may also then be directed to any of the available mutual funds, as well as Company stock.
 
      Further, if participants have completed at least ten years of participation in the Plan and attained age 55, they are a “Qualified Member.” A Qualified Member has the right to make an election to direct the investment of a portion of their Supplemental Retirement ESOP Account. Within 90 days after the close of each Plan Year in the six-Plan Year period beginning with the Plan Year in which they first become a Qualified Member, they may elect to diversify the investment of at least 25% of these accounts. In the last year of the six-Plan Year period, the percentage increases to 50%. The amounts they may elect to diversify may be invested in any of the investment funds described above.

Note 2. Summary of Significant Accounting Policies

  A.   Basis of Presentation
 
      The accompanying financial statements have been prepared on an accrual basis in accordance with accounting principles generally accepted in the United States of America.
 
  B.   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 amounts reported in the financial statements and related notes. Actual results could differ from those estimates.

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FIRSTMERIT CORPORATION AND AFFILIATES EMPLOYEES’
SALARY SAVINGS RETIREMENT PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Note 2. Summary of Significant Accounting Policies (Continued)

  C.   Investments
 
      Investments in securities and mutual funds are stated at fair value. The fair value of marketable securities is based on quotations obtained from national securities exchanges.
 
      The fair value of the investments in the mutual funds is based upon the number of units held by the Plan at December 31, 2004 and 2003, respectively, and the current value of each unit is based upon the net asset value disclosed by the registered investment company as of the last trading day of the reporting period. Participant loans are stated at their outstanding balances, which approximate fair value.
 
      Securities transactions are recognized on the trade date (the date the order to buy or sell is executed).
 
      The Plan presents in the Statements of Changes in Net Assets Available for Benefits the net appreciation (depreciation) in the fair value of its investments, which consists of the realized gains or losses and the unrealized appreciation (depreciation) on these investments.
 
  D.   Risk and Uncertainties
 
      The Plan invests in various investment securities. The Plan generates a significant portion of its revenue from investments in domestic and international mutual funds and FirstMerit Corporation common stock. FirstMerit Corporation common stock represents a significant concentration of the Plan’s total investments. 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 participants’ account balances and the amounts reported in the statement of net assets available for benefits.
 
  E.   Fair Value Disclosure of Financial Instruments
 
      Management has determined that the carrying amount of financial instruments, as reported on the Statements of Net Assets Available for Benefits, approximates fair value.

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FIRSTMERIT CORPORATION AND AFFILIATES EMPLOYEES’
SALARY SAVINGS RETIREMENT PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Note 3. Investments

The Plan’s investments are maintained in mutual funds and common shares of the Company, as described in Note 1. The following presents the market value of investments that represent 5 percent or more of the Plan’s Net Assets Available for Plan Benefits at December 31, 2004 and 2003:

                 
    2004     2003  
Mutual funds:
               
Fidelity Advisor Equity Growth Fund
  $ 10,083,090     $ 9,815,958  
Fidelity Blue Chip Growth Fund
    11,333,675       10,509,457  
SEI Stable Asset Fund
    8,846,918       *  
Vanguard 500 Index Fund
    9,165,886       *  
FirstMerit Corporation Common Stock (nonparticipant directed)
    65,604,094       64,480,403  


*   New investment choice for 2004.

As stated in Note 2, the Plan presents, in the Statement of Changes in Net Assets Available for Benefits, net appreciation (depreciation) of investments, which consist of realized gains or losses and change in unrealized appreciation (depreciation). Total realized gains (losses) for 2004 and 2003 were $1,228,329 and $(222,017), respectively, and the change in unrealized appreciation was $4,329,238 and $19,880,872 for 2004 and 2003, respectively.

In summary, the net appreciation in the Plan’s investments, which includes investments bought, sold, and held during the below periods is as follows:

                 
    2004     2003  
Mutual funds
  $ 2,823,051     $ 7,121,021  
 
           
FirstMerit Corporation Common Stock
    2,734,516       12,537,834  
 
           
 
 
  $ 5,557,567     $ 19,658,855  
 
           

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FIRSTMERIT CORPORATION AND AFFILIATES EMPLOYEES’
SALARY SAVINGS RETIREMENT PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Note 4. Federal Income Taxes

The Plan and Trust qualify under Section 401 of the Internal Revenue Code and the Trust is exempt from federal income taxes under Section 501 (a).

The Plan obtained its latest determination letter on May 9, 2001, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Plan has been amended and restated (effective January 1, 2002) since receiving the determination letter. However, the Plan administrator and the Plan’s tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in the Plan’s financial statements.

Note 5. Plan Termination

Although they have not expressed any intent to do so, the Plan may be terminated by unanimous action of the FirstMerit Corporation Board of Directors. In the event the Plan is terminated, FirstMerit will direct the trustee to distribute the assets of the trust fund, after payment of any expenses properly chargeable against the trust fund, to participants in proportion to the value of their total account balances as of the date of termination, in cash or in kind and in such a manner as FirstMerit shall determine.

Note 6. Transactions with Party-In-Interest

Transactions involving participant loans and common shares of FirstMerit Corporation, trustee of the Plan, are considered party-in-interest transactions. These transactions are not, however, considered prohibited transactions under 29 CFR 408(b) of the ERISA regulations.

Note 7. Subsequent Event

The Plan was amended effective January 1, 2005 to allow the Company to make discretionary profit sharing contributions.

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SUPPLEMENTAL INFORMATION

 


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FIRSTMERIT CORPORATION AND AFFILIATES EMPLOYEES’
SALARY SAVINGS RETIREMENT PLAN

SCHEDULE OF ASSETS (HELD AT END OF YEAR)

Schedule H, Line 4i
Employer No. 34-1339938
Plan No. 002

December 31,2004


                                 
                            Current  
(a)     (b) Identity of Party   (c) Description of Investment     (d) Cost     (e) Value  
       
Mutual Funds
                       
       
Federated Government Obligations Fund
          $ 61,752     $ 61,752  
       
Dodge & Cox Stock Fund
            2,178,308       2,374,693  
       
Fidelity Advisor Equity Growth Fund
            10,246,048       10,083,090  
       
Fidelity Balanced Fund
            1,713,002       1,932,107  
       
Fidelity Blue Chip Growth Fund
            11,082,408       11,333,675  
       
Templeton Foreign Fund
            3,514,521       3,995,040  
       
SEI Stable Asset Fund
            8,846,918       8,846,918  
       
T. Rowe Price Small-Cap Stock Fund
            1,925,560       2,230,697  
       
Vanguard Mid-Cap Index Fund
            457,888       511,229  
       
Vanguard Total Stock Market Index Fund
            318,799       342,400  
       
Vanguard 500 Index Fund
            8,517,378       9,165,886  
       
PIMCO Total Return Fund
            3,739,429       3,748,188  
       
 
                   
       
 
            52,602,011       54,625,675  
 
  *    
FirstMerit Corporation Common Stock
            44,751,867       65,604,094  
 
  *    
Participant Loans
  Participant Loans Outstanding                
       
 
 
Bearing Interest of 3.29 - 8.82%
    1,103,587       1,103,587  
       
 
                   
       
 
          $ 98,457,465     $ 121,333,356  
       
 
                   

* Represents a party-in-interest

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FIRSTMERIT CORPORATION AND AFFILIATES EMPLOYEES’
SALARY SAVINGS RETIREMENT PLAN

SCHEDULE OF REPORTABLE TRANSACTIONS

Schedule H, Line 4j

Employer No. 34-1339938
Plan No. 002

Year Ended December 31, 2004


                                             
                                (h)        
                                Current        
                                Value of     (i)  
(a)   (b)   (c)     (d)     (g)     Asset on     Net  
Identity of   Description   Purchase     Selling     Cost of     Transaction     Gain or  
Party   of Asset   Price     Price     Asset     Date     (Loss)  
Category II: Series of transactions with same broker exceeds 5% of value                                
 
                                           
FirstMerit Corporation Issue: 337915102
  256,693 shares common stock 27 transactions   $ 6,718,160       N/A     $ 6,718,160       N/A       N/A  
 
                                           
FirstMerit Corporation Issue: 337915102
  2,107 shares common stock 5 transactions     N/A     $ 55,346       56,916     $ 55,346     $ (1,570 )
 
                                           
Category III: Series of transactions in same security exceeds 5% of value                        
 
                                           
FirstMerit Corporation Issue: 337915102
  256,712 shares common stock 29 transactions     6,718,650       N/A       6,718,650       N/A       N/A  
 
                                           
FirstMerit Corporation Issue: 337915102
  284,730 shares common stock 304 transactions     N/A       14,136,575       14,419,252       14,136,575       (282,677 )
 
                                           
Fed. Gov’t Oblig. Fund Issue: 60934N104
  15,158,020 shares mutual fund 284 transactions     15,158,020       N/A       15,158,020       N/A       N/A  
 
                                           
Fed. Gov’t Oblig. Fund Issue: 60934N104
  30,303,675 shares mutual fund 99 transactions     N/A       30,303,675       30,303,675       30,303,675        
 
                                           
Fed. Cap. Preserv. Fund Issue: 140411109
  68,260 shares mutual fund 71 transactions     682,600       N/A       682,600       N/A       N/A  
 
                                           
Fed. Cap. Preserv. Fund Issue: 140411109
  96,758 shares mutual fund 59 transactions     N/A       6,760,603       6,760,603       6,760,603        
 
                                           
Fed. Cap. Apprec. Fund Issue: 140411109
  15,887 shares mutual fund 62 transactions     358,393       N/A       358,393       N/A       N/A  
 
                                           
Fed. Cap. Apprec. Fund Issue: 140411109
  232,893 shares mutual fund 55 transactions     N/A       5,958,073       5,946,214       5,958,073       11,859  
 
                                           
SEI Stable Fund
Issue: 784118879
  10,052,576 shares mutual fund 151 transactions     10,052,576       N/A       10,052,576       N/A       N/A  
 
                                           
SEI Stable Fund
Issue: 784118879
  11,258,233 shares mutual fund 134 transactions     N/A       11,258,233       11,258,233       11,258,233        
 
                                           
Vanguard 500 Index Fund Issue 922908710
  62,811 shares mutual fund 170 transactions     6,528,945       N/A       6,528,945       N/A       N/A  
 
                                           
Vanguard 500 Index Fund Issue 922908710
  8,349 shares mutual fund 128 transactions     N/A       896,950       882,475       896,950       14,475  

There were no reportable transactions for Categories I or IV during the year.

-13-


Table of Contents

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Akron, State of Ohio, on the 29th day of April, 2005.

         
  FirstMerit Corporation
 
  By:   /s/ TERRENCE E. BICHSEL

Terrence E. Bichsel, Executive Vice President
and Chief Financial Officer


Table of Contents

Exhibit Index

     
Exhibit    
Number    
3.1
  Amended and Restated Articles of Incorporation of FirstMerit Corporation, as amended (incorporated by reference from Exhibit 3.1 to the Form 10-K/A filed by the Registrant on April 29, 1999)
 
   
3.2
  Amended and Restated Code of Regulations of FirstMerit Corporation (incorporated by reference from Exhibit 3(b) to the Form 10-K filed by the registrant on April 9, 1998)
 
   
4.1
  Shareholders Rights Agreement dated October 21, 1993, between FirstMerit Corporation and FirstMerit Bank, N.A., as amended and restated May 20, 1998 (incorporated by reference from Exhibit 4 to the Form 8-A/A filed by the registrant on June 22, 1998)
 
   
4.2
  Instrument of Assumption of Indenture between FirstMerit Corporation and NBD Bank, as Trustee, dated October 23, 1998 regarding FirstMerit Corporation’s 6 1/4% Convertible Subordinated Debentures, due May 1, 2008 (incorporated by reference from Exhibit 4(b) to the Form 10-Q filed by the registrant on November 13, 1998)
 
   
4.3
  Supplemental Indenture, dated as of February 12, 1999, between FirstMerit and Firstar Bank Milwaukee, National Association, as Trustee relating to the obligations of the FirstMerit Capital Trust I, fka Signal Capital Trust I (incorporated by reference from Exhibit 4.3 to the Form 10-K filed by the Registrant on March 22, 1999)
 
   
4.4
  Indenture dated as of February 13, 1998 between Firstar Bank Milwaukee, National Association, as trustee and Signal Corp (incorporated by reference from Exhibit 4.1 to the Form S-4 No. 333-52581-01, filed by FirstMerit Capital Trust I, fka Signal Capital Trust I, on May 13, 1998)
 
   
4.5
  Amended and Restated Declaration of Trust of FirstMerit Capital Trust I, fka Signal Capital Trust I, dated as of February 13, 1998 (incorporated by reference from Exhibit 4.5 to the Form S-4 No. 333-52581-01, filed by FirstMerit Capital Trust I, fka Signal Capital Trust I, on May 13, 1998)
 
   
4.6
  Form Capital Security Certificate (incorporated by reference from Exhibit 4.6 to the Form S-4 No. 333-52581-01, filed by FirstMerit Capital Trust I, fka Signal Capital Trust I, on May 13, 1998)
 
   
4.7
  Series B Capital Securities Guarantee Agreement (incorporated by reference from Exhibit 4.7 to the Form S-4 No. 333-52581-01, filed by FirstMerit Capital Trust I, fka Signal Capital Trust I, on May 13, 1998)
 
   
4.8
  Form of 8.67% Junior Subordinated Deferrable Interest Debenture, Series B (incorporated by reference from Exhibit 4.7 to the Form S-4 No, 333-52581-01, filed by FirstMerit Capital Trust I, fka Signal Capital Trust I, on May 13, 1998)
 
   
10.1
  Amended and Restated 1992 Stock Option Program of FirstMerit Corporation (incorporated by reference from Exhibit 10.1 to the Form 10-K filed by the registrant on March 9,2001)*
 
   
10.2
  Amended and Restated 1992 Directors Stock Option Program (incorporated by reference from Exhibit 10.2 to the Form 10-K filed by the registrant on March 9, 2001)*
 
   
10.3
  Amended and Restated 1997 Stock Option Plan (incorporated by reference from Exhibit 10.4 to the Form 10-K filed by the registrant on March 9, 2001)*
 
   
10.4
  Amended and Restated 1999 Stock Option Plan (incorporated by reference from Exhibit 10.5 to the Form 10-K/A filed by the registrant on April 30, 2001)*
 
   
10.5
  Amended and Restated 2002 Stock Plan (incorporated by reference from Exhibit 10.6 to the Form 10-K/A filed by the registrant on April 30, 2004)*
 
   
10.6
  Amended and Restated 1987 Stock Option and Incentive Plan (SF) (incorporated by reference from Exhibit 10.6 to the Form 10-K filed by the registrant on March 9, 2001)*
 
   
10.7
  Amended and Restated 1996 Stock Option and Incentive Plan (SF) (incorporated by reference from Exhibit 10.7 to the Form 10-K filed by the registrant on March 9, 2001)*
 
   
10.8
  Amended and Restated 1994 Stock Option and Incentive Plan (SF) (incorporated by reference from Exhibit 10.8 to the Form 10-K filed by the registrant on March 9, 2001)*
 
   
10.9
  Amended and Restated Stock Option and Incentive Plan (SG) (incorporated by reference from Exhibit 10.10 to the Form 10-K filed by the registrant on March 9, 2001)*

 


Table of Contents

     
Exhibit    
Number    
10.10
  Non-Employee Director Stock Option Plan (SG) (incorporated by reference from Exhibit 4.3 to the Form S-8/A (No. 333-63797) filed by the registrant on February 12, 1999)*
 
   
10.11
  Amended and Restated 1997 Omnibus Incentive Plan (SG) (incorporated by reference from Exhibit 10.12 to the Form 10-K filed by the registrant on March 9, 2001)*
 
   
10.12
  Amended and Restated 1993 Stock Option Plan (FSB) (incorporated by reference from Exhibit 10.13 to the Form 10-K filed by the registrant on March 9, 2001)*
 
   
10.13
  Amended and Restated Executive Deferred Compensation Plan (incorporated by reference from Exhibit 10.14 to the Form 10-K/A filed by the registrant on April 30, 2001)*
 
   
10.14
  Amended and Restated Director Deferred Compensation Plan (incorporated by reference from Exhibit 10.15 to the Form 10-K/A filed by the registrant on April 30, 2001)*
 
   
10.15
  Executive Supplemental Retirement Plan (incorporated by reference from Exhibit 10.16 to the Form 10-K/A filed by the registrant on April 30, 2002)*
 
   
10.16
  Form of Amended and Restated Membership Agreement with respect to the Executive Supplemental Retirement Plan (incorporated by reference from Exhibit 10.39 to the Form 10-K filed by the Registrant on March 22, 1999)*
 
   
10.17
  Unfunded Supplemental Benefit Plan (incorporated by reference from Exhibit 10.19 to the Form 10-K filed by the Registrant on March 6, 2003)*
 
   
10.18
  First Amendment to the Unfunded Supplemental Benefit Plan (incorporated by reference from Exhibit 10.19 to the Form 10-K/A filed by the registrant on April 30,2002)*
 
   
10.19
  Executive Insurance Program Summary (incorporated by reference from Exhibit 10.20 to the Form 10-K/A filed by the registrant on April 30, 2002)*
 
   
10.20
  Long Term Disability Plan (incorporated by reference from Exhibit 10.21 to the Form 10-K/A filed by the registrant on April 30, 2002)*
 
   
10.21
  Executive Cash Incentive Plan (incorporated by reference from Exhibit 10.1 to the Form 8-K filed by the registrant on January 26, 2005)*
 
   
10.22
  Summary of Director Compensation Arrangement (incorporated by reference from Exhibit 10.22 to the Form 10-K filed by the registrant on March 7, 2005)*
 
   
10.23
  Amended and Restated Employment Agreement of John R. Cochran (incorporated by reference from Exhibit 10.24 to the Form 10-K/A filed by the registrant on April 30, 2001)*
 
   
10.24
  Restricted Stock Award Agreement of John R. Cochran dated April 9, 1997 (incorporated by reference from Exhibit 10.28 to the Form 10-K filed by the registrant on March 6, 2003)*
 
   
10.25
  First Amendment to Restricted Stock Award Agreement for John R. Cochran (incorporated by reference from Exhibit 10.29 to the Form 10-K/A filed by the registrant on April 30, 2001)*
 
   
10.26
  Amended and Restated SERP Agreement for John R. Cochran (incorporated by reference from Exhibit 10.30 to the Form 10-K/A filed by the registrant on April 30, 2001)*
 
   
10.27
  Form of FirstMerit Corporation Change in Control Termination Agreement (incorporated by reference from Exhibit 10.1 to the Form 8-K filed by the registrant on November 5, 2004)*
 
   
10.28
  Form of FirstMerit Corporation Displacement Agreement (incorporated by reference from Exhibit 10.2 to the Form 8-K filed by the registrant on November 5, 2004)*
 
   
10.29
  Form of Director and Officer Indemnification Agreement and Undertaking (incorporated by reference from Exhibit 10.35 to the Form 10-K/A filed by the registrant on April 30, 2002)
 
   
10.30
  Credit Agreement among FirstMerit Corporation, Bank One, N.A., and Lenders, dated November 27, 2000 (incorporated by reference from Exhibit 10.36 to the Form 10-K filed by the registrant on March 9, 2001)
 
   
10.31
  Distribution Agreement, by and among FirstMerit Bank, N. A. and the Agents, dated July 15, 1999 (incorporated by reference from Exhibit 10.41 to the Form 10-K filed by the registrant on March 10, 2000)
 
   
10.32
  Amended and Restated Employment Agreement of David G. Lucht dated December 31, 2004 (incorporated by reference from Exhibit 10.32 to the Form 10-K filed by the registrant on March 7, 2005)*

 


Table of Contents

     
Exhibit    
Number    
10.33
  Restricted Stock Award Agreement of David G. Lucht dated May 16, 2002 (incorporated by reference from Exhibit 10.36 to the Form 10-Q filed by the registrant on August 13, 2002)*
 
   
10.34
  Amendment to the Amended and Restated Employment Agreement of John R. Cochran dated December 1, 2003 (incorporated by reference from Exhibit 10.37 to the Form 10-K filed by the registrant on March 3, 2003)*
 
   
21    
  Subsidiaries of FirstMerit Corporation (incorporated by reference from Exhibit 21 to the Form 10-K filed by the registrant on March 7, 2005)
 
   
23    
  Consent of Hausser + Taylor LLC
 
   
31.1
  Rule 13a-14(a)/Section 302 Certification of John R. Cochran, Chairman and Chief Executive Officer of FirstMerit Corporation
 
   
31.2
  Rule 13a-14(a)/Section 302 Certification of Terrence E. Bichsel, Executive Vice President and Chief Financial Officer of FirstMerit Corporation
 
   
32.1
  Rule 13a-14(b)/Section 906 Certifications of John R. Cochran, Chairman and Chief Executive Officer of FirstMerit Corporation, and Terrence E. Bichsel, Executive Vice President and Chief Financial Officer of FirstMerit Corporation


*   Indicates management contract or compensatory plan or arrangement