ibcp-20240307

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

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TABLE OF CONTENTS
			Page
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS			3
VOTING SECURITIES AND RECORD DATE			7
INDEPENDENT BANK CORPORATION BOARD OF DIRECTORS			8
PROPOSAL I — SUBMITTED FOR YOUR VOTE — ELECTION OF DIRECTORS			9
SECURITIES OWNERSHIP OF MANAGEMENT			13
CORPORATE GOVERNANCE AND BOARD MATTERS			13
CORPORATE GOVERNANCE PRINCIPLES			13
CODE OF BUSINESS CONDUCT AND ETHICS AND CODE OF ETHICS FOR SENIOR FINANCIAL OFFICERS			13
DETERMINATION OF INDEPENDENCE OF BOARD MEMBERS			14
MEETING ATTENDANCE			14
BOARD COMMITTEES AND FUNCTIONS			15
MAJORITY VOTING			15
LEADERSHIP STRUCTURE AND THE BOARD’S ROLE IN RISK OVERSIGHT			15
SHAREHOLDER COMMUNICATIONS WITH THE BOARD; RESPONSES TO INVESTORS			16
REPORT OF OUR AUDIT COMMITTEE			17
DISCLOSURE OF FEES PAID TO OUR INDEPENDENT AUDITORS			17
PRE-APPROVAL POLICY			17
PROPOSAL II — SUBMITTED FOR YOUR VOTE — RATIFICATION OF THE APPOINTMENT OF INDEPENDENT AUDITORS			18
PROPOSAL III — SUBMITTED FOR YOUR VOTE — ADVISORY (NON-BINDING) VOTE ON EXECUTIVE COMPENSATION			18
EXECUTIVE COMPENSATION			18
Compensation Discussion and Analysis			18
Compensation Committee Report			22
Summary Compensation Table			23
Grants of Plan-Based Awards			24
Outstanding Equity Awards at Fiscal Year-End			25
Option Exercises and Stock Vested			26
Nonqualified Deferred Compensation			26
Other Potential Post-Employment Payments			27
Pay Versus Performance			28
DIRECTOR COMPENSATION			31
COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION			31
TRANSACTIONS INVOLVING MANAGEMENT			31
DELINQUENT SECTION 16(A) REPORTS			32
SHAREHOLDER PROPOSALS FOR 202 5 ANNUAL MEETING			33
GENERAL			33



Date:			April 23, 2024

Time:			3:00 p.m., Eastern time

Virtual Meeting URL:			www.virtualshareholdermeeting.com/IBCP2024


Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership	Percent of Outstanding
Black Rock, Inc.(1) 55 East 52nd Street New York, NY 10055	2,924,250	13.9%

FJ Capital Management, LLC(2) 7901 Jones Branch Drive, Ste 210 McLean, VA 22102	1,288,658	6.1

The Vanguard Group(3) 100 Vanguard Boulevard Malvern, PA 19355	1,067,691	5.1


		Amount and Nature of Beneficial Ownership(1)	Percent of Outstanding		Beneficial Ownership (and percent) Including Certain Deferred Shares (2)
Nominees for a three-year term expiring 2027
Christina L. Keller (age 42)		12,866	.06	%	29,746
	Ms. Keller has been a member of our Board since December 2016. Since 2009, Ms. Keller has been a leader at Cascade Engineering (CE), where she is currently the CEO of the Cascade Engineering Family of Companies. CE is a diversified global manufacturing company based in Grand Rapids, Michigan. CE is a woman-owned, B certified corporation and a pioneer in the Environmental, Social and Governance (ESG) space. Before becoming CEO, Ms. Keller worked at Accenture and Environmental Resources Trust, gaining expertise in ESG and sustainability. Her role as an executive of a global manufacturing company and her knowledge base relevant to ESG are essential resources to the Board and management.				.14	%





Ronia F. Kruse (age 53)		1,000	—	%	18,791
	Ms. Kruse was appointed to the Board in October 2019. She is the founder and CEO of OpTech, LLC and OpTech Solutions. These firms provide talent and solutions for clients in technology including analytics, cyber security, application development and connected vehicles. Prior to founding this business in 1999, Ms. Kruse was a senior tax consultant for a big 4 CPA firm. She is a certified public accountant. Her role as the CEO of a technology consulting firm, her background at a public accounting firm and her leadership skills provide an important resource to the Board and management.				.09	%




Michael M. Magee, Jr. (age 67)		28,012	.13	%	28,012
	Mr. Magee is the Chairperson of the Board of Directors. Prior to January 1, 2013, Mr. Magee was the Chief Executive Officer of the Company since January 1, 2005, Executive Vice President and Chief Operating Officer since 2004 and prior to that he served as President and Chief Executive Officer of Independent Bank since 1993. He became a director of the Company in 2005. Mr. Magee has over 44 years of service in the financial services industry and served as our Chief Executive Officer for 8 years. That position and those experiences make him an important component of the Board, and his prior roles with the Company allow him to be particularly effective as Chairperson of the Board.				.13	%


Name	Amount and Nature of Beneficial Ownership(1)(2)	Percent of Outstanding
William B. Kessel	150,453	0.71	%
Gavin A. Mohr	195,013(3)	0.92	%
Patrick J. Ervin	35,895	0.17	%
Stefanie M. Kimball	69,567	0.33	%
Larry R. Daniel	30,255	0.14	%
All executive officers and directors as a group (consisting of 17 persons)	1,155,081(4)	5.48	%


(1)			In addition to shares held directly or under joint ownership with their spouses, beneficial ownership includes shares that are issuable under options exercisable within 60 days, and shares that are allocated to their accounts as participants in the ESOP.

(2)			Does not include shares that may be issued pursuant to performance units granted to each Named Executive in January 2022 and February 2023 and 2024, as described under “Executive Compensation” below.

(3)			Includes 176,891 shares of our outstanding common stock being held in trust for issuance to directors pursuant to our Deferred Compensation and Stock Purchase Plan for Non-employee Directors. See footnote (2) above. As co-trustee, Mr. Mohr shares voting and investment power over these shares and is therefore deemed to beneficially own these shares for purposes of this table. The executive officer has no pecuniary interest in the shares.

(4)			Beneficial ownership is disclaimed as to 494,532 shares, all of which are held in the ESOP for employees other than executive officers


	Year Ended December 31,
	2023		2022
Audit Fees	$	441,700	446,500
Audit-Related Fees (1)	42,000		40,000
Tax Fees (2)	71,925		76,988
All Other Fees	8,500		8,500
Total Fees	$	564,125	$	571,988


(1)			Consists of fees for an audit required under a Housing and Urban Development (“HUD”) loan program and additional fees due to audit requirements related to our Ginnie Mae seller-servicer activities.

(2)			Consists of fees related to the preparation of corporate tax returns and amounts for tax advice and tax planning services.


	Earnings Per Share(1)	Efficiency Ratio	Non-Performing Assets to Total Assets	Deposit Balance Growth (2)	Deposit Account Growth (3)
Threshold (50%)	$2.87	61.00%	0.50%	2.50%	2.00%
Target (100%)	$3.12	59.00%	0.30%	5.00%	4.00%
Maximum (200%)	$3.60	56.00%	0.10%	10.00%	8.00%

2023 Performance	$2.79	60.81%	0.11%	3.81%	(0.53)%
Performance Factor	0.00	0.55	1.95	0.76	0.00
Relative Weight	40%	12%	12%	8%	8%
Payout Ratio(4)	0.00	0.07	0.23	0.06	0.00


(1)			Determined after giving effect to total incentive compensation expense for the year.
(2)			Excludes brokered deposits.
(3)			Includes consumer and business accounts with balances of $100 or more, excluding time deposits.
(4)			An employee's total cash incentive is determined by multiplying his or her target bonus by each payout ratio and adding those amounts, plus the individual performance bonus.


		Amount and Nature of Beneficial Ownership(1)	Percent of Outstanding		Beneficial Ownership (and percent) Including Certain Deferred Shares (2)
Directors whose term expire in 2025
Dennis W. Archer, Jr. (age 54)		11,000	.05	%	17,012
	Mr. Archer has been a member of our board since October 2020. Mr. Archer is the Founder and CEO of Sixteen42 Ventures, the parent company to all his companies - Ignition Media Group, a leading integrated marketing agency, and Archer Corporate Services (ACS), where he is president and founding partner. ACS is one of the nation’s leading marketing fulfillment service firms, serving clients such as General Motors, Procter & Gamble, Johnson & Johnson, Prestige Brands and Blue Buffalo. Mr. Archer’s hospitality holding company, Congress Hospitality, he is creator and managing partner of Central Kitchen + Bar. Previously Mr. Archer was a director of Main Street Bank, where he served on the audit committee, loan committee and CRA committee. Mr. Archer holds a law degree from the University of Michigan. Mr. Archer’s entrepreneurial experience, background in community banking and Community involvement in Southeast Michigan makes him a valuable contributor to our Board.				.08	%







William J. Boer (age 68)		43,663	.21	%	43,663
	Mr. Boer is President and Founder of Grey Dunes, an independent family office advisory firm in Grand Rapids, Michigan. He has been a member of our board since 2012. From 1995 to 2005, Mr. Boer served as Vice President and Chief Operating Officer of RDV Corporation, the family office of the Richard M. DeVos family. Prior to joining RDV Corporation in 1995, Mr. Boer was President of Michigan National Bank, Grand Rapids, and from 1987 to 1993 was Vice President for Administration and Finance at Calvin College. Mr. Boer’s past banking experience, his investment advisory expertise, and his broad experience in executive leadership roles within a number of industries provides important skill sets to our Board.				.21	%





Joan A. Budden (age 62)		6,960	.03	%	40,141
	Ms. Budden has been a director since July 2015. She currently is the President of a boutique consulting company specializing in strategic planning, leadership development, culture change and strategic marketing. Prior to this she was President & CEO of Priority Health from January 2016 to January 2021, one of Michigan’s largest health plans with over $3 billion in revenue. In that role she successfully lead a large acquisition, expanded their market share and geographic footprint and drove profitable growth. Before becoming CEO Ms. Budden served as Chief Marketing Officer for Priority Health since 2009. Ms. Budden’s responsibilities as Chief Marketing Officer included leading strategic positioning and profitable growth for direct to consumer, government and business-to-business markets. Ms. Budden has more than 25 years of executive leadership experience in the health insurance industry that includes leading business development, change management in technology environments, consumer experience, corporate governance and strategy development at a large national health insurer and an integrated delivery system. Ms. Budden serves as a director of UFP Industries, Inc., Presbyterian Health Plan, Together Women’s Health and The Children’s Healing Center. Budden’s experience in a highly competitive and regulated industry as well as her marketing expertise and leadership skills, make her an important contributor to the Board.				.19	%












Michael J. Cok (age 62)		—	—	%	22,969
	Mr. Cok has been a member of the board since June 2017. Until November 30, 2023, he was the President of Foremost, a division of Farmers Group, Inc., which manages the insurance operations of the Farmers Insurance Group of Exchanges (Farmers Insurance Exchange, Fire Insurance Exchange and Truck Insurance Exchange). Until November 30, 2023, he also served as President of Foremost Insurance Company, Grand Rapids, Michigan, and its subsidiaries, which are wholly-owned subsidiaries of the Exchanges. Farmers Group, Inc. is a wholly-owned subsidiary of the Zurich Insurance Group Ltd. family of insurance companies. Foremost provides a variety of specialty, personal lines insurance products throughout the United States. Mr. Cok is a certified public accountant and is active in a variety of charitable and civic organizations. Mr. Cok’s role as an executive of a large insurance company, his accounting background, and his community involvement make him a valuable contributor to the Board.				.11	%


Named Executives	Number of Shares of Restricted Stock(1)	Number of Performance Units
William B. Kessel	6,431	6,431
Gavin A. Mohr	2,517	2,517
Patrick J. Ervin	2,503	2,503
Stefanie M. Kimball	2,537	2,537
Larry R. Daniel	2,371	2,371


Company TSR and ROAA Relative to Peer Group						Earnout Percentage
2 times or more						200%
1.5 times Index						150%
Equal to Index						100%
.5 times Index						50%
Below .5 times Index						0%


Named Executives	Number of Shares of Restricted Stock(1)	Number of Performance Units
William B. Kessel	6,511	6,511
Gavin A. Mohr	2,517	2,517
Patrick J. Ervin	2,484	2,484
Stefanie M. Kimball	2,509	2,509
Larry R. Daniel	2,384	2,384


Name and Principal Position		Year	Salary(1)	Stock Awards(2)	Non-Equity Incentive Plan Compensation(3)	All Other Compensation(4)	Totals
William B. Kessel		2023	$568,000	$318,106	$170,587	$65,427	$1,122,120
	President and Chief	2022	535,800	282,638	348,500	72,363	1,239,301
	Executive Officer	2021	520,200	272,223	442,136	68,292	1,302,851

Gavin A. Mohr		2023	302,000	124,500	70,147	45,983	542,630
	Executive Vice President and	2022	288,400	121,655	157,614	34,263	601,932
	Chief Financial Officer	2021	280,000	119,528	177,320	35,633	612,481

Stefanie M. Kimball		2023	301,000	125,489	90,142	36,630	553,261
	Executive Vice President -	2022	290,700	122,654	167,694	35,361	616,409
	Chief Risk Officer	2021	282,220	116,983	198,685	37,677	635,565

Patrick J. Ervin		2023	298,000	123,807	70,229	52,143	544,179
	Executive Vice President -	2022	286,800	143,155	154,008	53,775	637,738
	Mortgage Banking	2021	270,610	158,365	190,510	46,018	665,503

Larry R. Daniel		2023	286,000	117,278	67,146	45,134	515,558
	Executive Vice President -	2022	271,600	112,373	142,435	32,307	558,715
	Operations and Retail Banking	2021	258,640	104,175	179,200	32,859	574,874


(1)			Includes elective deferrals by employees pursuant to Section 401(k) of the Internal Revenue Code.

(2)			The amounts set forth in this column represent the aggregate fair value of awards as of the grant date, computed in accordance with FASB ASC topic 718, “Compensation - Stock Compensation”. The assumptions used in calculating these award amounts are set forth in Note 14, of the Company's 2023 Annual Report.

(3)			The amounts set forth in this column for 2023 represent cash bonuses paid to the Named Executives on March 15, 2024, under the terms of the Company's Management Incentive Compensation Plan for the annual period ended December 31, 2023. The amounts set forth in this column for 2022 represent cash bonuses paid to the Named Executives on March 3, 2023, under the terms of the Company's Management Incentive Compensation Plan for the annual period ended December 31, 2022. The amounts set forth in this column for 2021 represent cash bonuses paid to the Named Executives on March 4, 2022, under the terms of the Company's Management Incentive Compensation Plan for the annual period ended December 31, 2021.

(4)			The amounts set forth in this column include our contributions to the ESOP (subject to certain age and service requirements, all employees are eligible to participate in the ESOP), matching contributions to qualified defined contribution plans, IRS determined personal use of company owned automobiles, dividends on restricted stock, and country club and other social club dues.


		Estimated Possible Payouts Under Non-Equity Incentive Plan Awards(1)			Estimated Future Payouts Under Equity Incentive Plan Awards(2)			All Other Stock Awards: Number of Shares of Stock or Units(3)	Grant Date Fair Value of Stock and Option Awards($)(4)
Name and Principal Position	Grant Date	Threshold $	Target $	Maximum $	Threshold	Target	Maximum
William B. Kessel	02/06/23	142,000	284,000	568,000	—	—	—	—	$—
	02/06/23	—	—	—	—	6,431	12,862	—	170,772
	02/06/23	—	—	—	—	—	—	6,431	147,334

Gavin A. Mohr	02/06/23	60,400	120,800	241,600	—	—	—	—	—
	02/06/23	—	—	—	—	2,517	5,034	—	66,836
	02/06/23	—	—	—	—	—	—	2,517	57,664

Stefanie M. Kimball	02/06/23	60,200	120,400	240,800	—	—	—	—	—
	02/06/23	—	—	—	—	2,537	5,074	—	67,367
	02/06/23	—	—	—	—	—	—	2,537	58,123

Patrick J. Ervin	02/06/23	59,600	119,200	238,400	—	—	—	—	—
	02/06/23	—	—	—	—	2,503	5,006	—	66,463
	02/06/23	—	—	—	—	—	—	2,503	57,344

Larry R. Daniel	01/25/22	57,200	114,400	228,800	—	—	—	—	—
	01/25/22	—	—	—	—	2,371	4,742	—	62,958
	01/25/22	—	—	—	—	—	—	2,371	54,320


(1)			The amounts in these three columns relate to possible payouts to the Named Executives in January 2023 pursuant to the 2023 Management Incentive Compensation Plan, an annual cash incentive plan. The amounts payable are based on various objectives to be achieved during 2023, as discussed under “Compensation Discussion and Analysis - Annual Cash Incentives” above. The amounts in the “Threshold” column reflect the minimum amounts payable to each NEO if threshold performance was achieved for each of the performance metrics under this incentive plan. There were no minimum amounts payable pursuant to these awards; the amounts in the “Maximum” column reflect the maximum amounts payable pursuant to these awards; and the amounts in the “Target” column represent the target bonus amount. In March 2024, the actual amounts payable to the Named Executives pursuant to these awards were determined and paid as reflected in the “Non-Equity Incentive Plan Compensation” column of the Summary Compensation Table above.

(2)			The amounts in these three columns reflect the grant of performance units pursuant to our Long-Term Incentive Plan. The performance units represent shares of the Company's common stock and are issuable to participants at the end of the three-year performance period beginning on the date that the performance units are granted. The number of performance units reflects the number of shares of common stock that may be issued if certain Total Shareholders Return (TSR) and return on average equity (“ROAA”) goals are met. The total number of shares which finally issue may vary from zero to 200% of the target amount, depending upon the Company's performance relative to the established TSR and ROAA goals. (See Compensation Discussion and Analysis above).

(3)			The amounts in this column represent grants of restricted stock made pursuant to our Long-Term Incentive Plan. These shares of restricted stock will vest in full on the third anniversary of the grant date if the employee remains employed by the Company through that date.

(4)			Aggregate grant date values are computed in accordance with FASB ASC Topic 718. For performance share units, the grant date fair value was determined based upon the vesting of 100% of the target shares awarded.


	Stock Awards
				Equity Incentive Plan Awards
Name and Principal Position	Grant Date	Number of Shares or Units of Stock That Have Not Vested(1)	Market Value of Shares or Units of Stock That Have Not Vested(2)	Number of Unearned Shares or Units of Stock That Have Not Vested(3)	Market or Payout Value of Unearned Shares or Units of Stock That Have Not Vested(3)
William B. Kessel	01/26/21	6,525	$169,781	—	$—
	01/26/21	—	—	6,525	169,781
	01/25/22	5,088	132,390	—	—
	01/25/22	—	—	5,088	132,390
	02/06/23	6,431	167,335	—	—
	02/06/23	—	—	6,431	167,335

Gavin A. Mohr	01/26/21	2,865	74,547	—	—
	01/26/21	—	—	2,865	74,547
	01/25/22	2,190	56,984	—	—
	01/25/22	—	—	2,190	56,984
	02/06/23	2,517	65,492	—	—
	02/06/23	—	—	2,517	65,492

Stefanie M. Kimball	01/26/21	2,804	72,960	—	—
	01/26/21	—	—	2,804	72,960
	01/25/22	2,208	57,452	—	—
	01/25/22	—	—	2,208	57,452
	02/06/23	2,537	66,013	—	—
	02/06/23	—	—	2,537	66,013

Patrick J. Ervin	01/26/21	5,125	133,353	—	—
	01/26/21	—	—	2,625	68,303
	01/25/22	3,117	81,104	—	—
	01/25/22	—	—	2,117	55,084
	02/06/23	2,503	65,128	—	—
	02/06/23	—	—	2,503	65,128

Larry R. Daniel	01/26/21	2,497	64,972	—	—
	01/26/21	—	—	2,497	64,972
	01/25/22	2,023	52,638	—	—
	01/25/22	—	—	2,023	52,638
	02/06/23	2,371	61,693	—	—
	02/06/23	—	—	2,371	61,693


(1)			The shares of restricted stock granted in 2021, 2022 and 2023 cliff vest in three years from the date of grant. The number of shares shown in this column reflect the number of shares originally granted.

(2)			The market value of the shares of restricted stock that have not vested is based on the closing price of our common stock as of December 31, 2023, which was $26.02.

(3)			The number of shares that may be issued under our performance share unit awards depends upon the achievement of certain TSR goals, as well as ROAA goals (for 2022 and 2023 grants only), determined as of the third anniversary of the grant date. The number and value of the awards reflect the target level of performance units granted.


			Stock Awards
	Option Awards		Restricted Stock		Performance Shares
Named Executives	Number of Shares Acquired on Exercise	Value Realized on Exercise	Number of Shares Acquired on Vesting	Value Realized on Vesting(1)	Number of Shares Acquired on Vesting(2)	Value Realized on Vesting(2)
William B. Kessel	—	$—	5,551	$129,505	5,531	$129,038
Gavin A. Mohr	—	—	3,000	58,290	—	—
Stefanie M. Kimball	—	—	2,386	55,665	2,377	55,455
Patrick J. Ervin	—	—	2,207	51,489	2,199	51,303
Larry R. Daniel	—	—	2,099	48,970	2,091	48,783


(1)			Represents the fair market value of shares of restricted stock as of the date of vesting.

(2)			Represents the number of shares earned with respect to performance units granted in 2020 and corresponding value on the date the shares were issued and vested.


Named Executives	Executive Officer Contributions in Last Fiscal Year ($)(1)	Registrant Contributions in Last Fiscal Year ($)(2)	Aggregate Earnings in Last Fiscal Year ($)(3)	Aggregate Withdrawals/ Distributions	Aggregate Balance at Fiscal Year End ($)
William B. Kessel	$63,255	$14,138	$59,968	$—	$428,504
Gavin A. Mohr	—	—	—	—	—
Stefanie M. Kimball	11,396	—	11,982	—	67,491
Patrick J. Ervin	—	—	—	—	—
Larry R. Daniel	—	—	—	—	—


(1)			Amounts in this column represent the deferrals of base salary earned in 2023 which are included in Summary Compensation Table under Salary, plus deferral of amounts earned in 2022 and paid in 2023 under the Company’s Management Incentive Plan which was included in the Summary Compensation Table under Non-Equity Incentive Plan Compensation.

(2)			Amounts in this column represent the Company’s contribution and are included in the “All Other Compensation” column of the Summary Compensation Table.

(3)			Amounts reflect changes in value of the employee’s account during the year, based upon deemed investment deferred amounts.


Named Executives	Estimated Liability for Severance Payments & Benefit Amounts Under Continuity Agreements	(1) Payment Limitation Based on IRS Section 280G Limitation on Severance Amounts
William B. Kessel	$2,831,259	$3,373,861
Gavin A. Mohr	1,414,077	1,260,925
Stefanie M. Kimball	1,482,199	1,604,714
Patrick J. Ervin	1,403,450	1,684,668
Larry R. Daniel	1,332,722	1,419,088


											Value of Initial Fixed $100 Investment Based On:
Year	Summary Compensation Table Total for CEO		Compensation Actually Paid to CEO			Average Summary Compensation Table Total for Other NEOs (9)		Average Compensation Actually Paid to Other NEOs			Cumulative TSR	Peer Group Cumulative TSR (10)	Net Income		Earnings Per Share
2023	$	1,122,120	$	1,245,987	(1)	$	538,907	$	591,108	(2)	136.67	109.02	$	59,067,000	$	2.79
2022	1,239,301		1,215,361		(3)	611,686		600,535		(4)	119.90	99.06	63,351,000		2.97
2021	1,302,851		1,479,964		(5)	628,013		687,631		(6)	115.02	119.74	62,895,000		2.88
2020	1,293,219		1,158,370		(7)	429,997		315,444		(8)	85.71	87.20	56,152,000		2.53


	Fees Earned or Paid in
Named Executives	Cash(1)(2)		Stock(1)(2)		Total
Dennis W. Archer, Jr.	$	31,875	$	31,875	$	63,750
William J. Boer(3)	34,875		34,875		69,750
Joan A. Budden(4)	—		69,750		69,750
Terance L Beia	63,750		—		63,750
Michael J. Cok	31,875		31,875		63,750
Stephen L. Gulis, Jr.(5)	73,250		—		73,250
Christina L. Keller	—		63,750		63,750
Ronia F. Kruse	—		63,750		63,750
Michael M. Magee, Jr.(6)	98,750		—		98,750
Matthew J. Missad	25,500		38,250		63,750
	$	359,875	$	334,125	$	694,000


(1)			For 2023, fees were paid in the form of cash and the Company’s common stock, as described above. No stock options were awarded to any director during 2023.

(2)			Mr. Kessel, our President and CEO, receives no additional compensation for his service as director. All compensation paid to Mr. Kessel for 2023 is reported in the Summary Compensation Table above.

(3)			Includes additional retainer for service as chairperson of the nominating and corporate governance committee during 2023.

(4)			Includes additional retainer for services as chairperson of the compensation committee during 2023.

(5)			Includes additional retainer for service as chairperson of the audit committee during 2023.

(6)			Includes additional fee for service as chairperson of the 2023.

SEC Form DEF 14A filed by Independent Bank Corporation