Independent Bank 8-K 2011
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 15, 2011
INDEPENDENT BANK CORPORATION
(Exact name of Registrant as specified in its charter)
(Registrant's Telephone Number, Including Area Code)
(Former Name or Former Address, if changed Since Last Report)
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:
On November 15, 2011, Independent Bank Corporation (the "Company") entered into a Tax Benefits Preservation Plan (the "Plan") with the Company's registered transfer agent, American Stock Transfer & Trust Company.
The terms and conditions of the Plan that are material to the Company are described in Item 1 of the Registration Statement on Form 8-A filed by the Company on November 15, 2011 (the "Form 8-A"), which information is incorporated by reference into this Item 1.01. A copy of the Plan, including exhibits, is attached to this Form 8-K as Exhibit 4.1 and is incorporated by reference into this Item 1.01.
The information disclosed in Item 5.03 below is incorporated by reference into this Item 3.03.
On November 10, 2011, the Company filed with the State of Michigan a Certificate of Designation amending the Company's Articles of Incorporation. The amendment designated 40,000 of the Company's authorized Preferred Stock as Series C Junior Participating Preferred Stock. A copy of the Certificate of Designation is attached to this Form 8-K as Exhibit 3.1 and is incorporated by reference into this Item 5.03.
On or about November 15, 2011, the Company began to mail a letter to its shareholders disclosing and summarizing the material terms and conditions of the Plan. A copy of the shareholder letter is attached to this Form 8-K as Exhibit 99.1 and is incorporated by reference into this Item 8.01.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.