Richard A. Meringolo - Jun 9, 2021 Form 4 Insider Report for TCF FINANCIAL CORP (TCF)

Role: Chief Credit Officer
Signature: Richard A. Meringolo by POA Kirk D. Johnson
Stock symbol: TCF
Transactions as of: Jun 9, 2021
Transactions value $: $0
Form type: 4
Date filed: 6/9/2021, 07:32 PM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TCF	Common Stock	Disposed to Issuer		-19.6K	-100%		0	Jun 9, 2021	Direct	F1, F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Richard A. Meringolo is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Includes 19,574 service-based restricted stock units of the issuer (the "Issuer RSUs").
F2	Pursuant to the terms of the agreement and plan of merger, dated as of December 13, 2020 (the "Merger Agreement"), between the issuer and Huntington Bancshares Incorporated, a Maryland corporation ("Huntington"), pursuant to which the issuer will merge with and into Huntington (the "Merger"), at the effective time of the Merger (the "Effective Time"), each share of issuer common stock issued and outstanding immediately prior to the Effective Time (other than certain excluded shares) converted into the right to receive 3.0028 shares of Huntington common stock (the "Exchange Ratio"). All fractional share holdings were paid in cash. The Merger closed on June 9, 2021. On June 8, 2021, the closing price of the issuer was $45.18, and the closing price of Huntington was $15.21.
F3	The Issuer RSUs held by the reporting person were convertible into shares of the issuer's common stock on a one-for-one basis. Pursuant to the terms of the Merger Agreement, these Issuer RSUs were assumed by Huntington and converted into a restricted stock unit award of Huntington with the same terms and conditions as were applicable under such Issuer RSU award immediately prior to the Effective Time (including vesting terms) and relating to the number of shares of Huntington common stock equal to the product of (A) the number of shares of issuer common stock subject to such Issuer RSUs immediately prior to the Effective Time, multiplied by (B) the Exchange Ratio, with any fractional shares rounded to the nearest whole share of Huntington common stock.