CHFC 2018 Annual Report

* Incorporated by reference. Copies of these Exhibits have been filed with the SEC. Exhibits that are not incorporated by reference are filed with this Annual Report. † These agreements are management contracts or compensation plans or arrangements required to be filed as Exhibits to this Form 10- K. # Exhibit 10.12 was superseded and replaced with the Offer Letter Agreement dated November 3, 2017 here incorporated by reference as Exhibit 10.18, except for the covenant not to compete in Section 13 of Exhibit 10.12, which remains in force and effect, and was reduced to six months. + Exhibit 10.11 was superseded and replaced with the Employment Agreement dated July 1, 2018 herein incorporated by reference as Exhibits 10.27. Ω Exhibits 10.13 and 10.14 was superseded and replaced with the Employment Agreement dated July 1, 2018 herein incorporated by reference as Exhibits 10.26. ^ Exhibits 10.16 and 10.17 were superseded and replaced with the Employment Agreements dated February 28, 2018 here incorporated by reference as Exhibits 10.20 and 10.22, respectively. The index of exhibits and any exhibits filed as part of the 2018 Form 10-K are accessible at no cost on our web site at www.chemicalbank.com in the "Investor Information" section, at www.edocumentview.com/chfc and through the United States Securities and Exchange Commission's web site at www.sec.gov . We will furnish a copy of any exhibit listed above to any shareholder at a cost of 30 cents per page upon written request to Investor Information, Chemical Financial Corporation, 333West Fort Street, Suite 1800, Detroit, Michigan 48226-3154. 10.32† Form of Restricted Stock Unit Agreement pursuant to the Stock Incentive Plan of 2017 for Time-Vested Restricted Stock awarded to the Chairman and Chief Executive Officer. 21 Subsidiaries. 23.1 Consent of KPMG LLP. 23.2 Consent of Andrews Hooper Pavlik PLC. 24 Powers of Attorney. 31.1 Certification of Chief Executive Officer. 31.2 Certification of Chief Financial Officer. 32 Certification pursuant to 18 U.S.C. §1350. 99.1 Chemical Financial Corporation Directors' Deferred Stock Plan Audited Financial Statements and Notes. 101.1 Interactive Data File. 177