CHFC 2017 Annual Report

The foregoing description of Mr. Torgow’s executive employment agreement does not purport to be complete and is qualified in its entirety by reference to his executive employment agreement, which is incorporated herein by reference as Exhibit 10.27. 169 PART III. Item 10. Directors, Executive Officers and Corporate Governance. Information required by this item is set forth under the subheadings "Nominees for Election as Directors" and "Board Committees," and the headings "Executive Officers" and "Section 16(a) Beneficial Ownership Reporting Compliance" in our definitive Proxy Statement for our 2018 Annual Meeting of Shareholders to be filed with the SEC not later than 120 days after December 31, 2017 and is here incorporated by reference. We have adopted a Code of Ethics for Senior Financial Officers and Members of Senior Leadership, which applies to the Chief Executive Officer and the Chief Financial Officer, as well as all other senior financial and accounting officers. The Code of Ethics is posted on our website at www.chemicalbank.com . We intend to satisfy the disclosure requirement under Item 5.05 of Form 8-K regarding an amendment to, or waiver of, a provision of the Code of Ethics by posting such information on our website at www.chemicalbank.com . Item 11. Executive Compensation. Information required by this item is set forth under the headings "Executive Compensation," "Director Compensation," "Compensation and Pension Committee Report" and under the subheading "Compensation Committee Interlocks and Insider Participation" in our definitive Proxy Statement for our 2018 Annual Meeting of Shareholders to be filed with the SEC not later than 120 days after December 31, 2017 and is here incorporated by reference.