CHFC 2018 Proxy Statement

Summary Compensation Table and Grants of Plan-Based Awards Table Summary Compensation Table The following table shows compensation we paid to our named executive officers for the years ended December 31, 2017, 2016 and 2015. The positions listed in the table are those in which the named executive officer served at December 31, 2017 (except for Mr. Ramaker who retired in August 2017). Name and Principal Position Year Salary (1) Bonus Stock Awards (4) Option Awards (7) Non-Equity Incentive Plan Compensation (9) Change in Pension Value and Nonqualified Deferred Compensation Earnings (10) All Other Compensation (11) Total David T. Provost (12) 2017 $ 823,390 $ — $ 1,047,880 (5) $ — $ — $ — $ 61,194 $ 1,932,464 President and Chief Executive Officer of Chemical Financial Dennis L. Klaeser (13) 2017 $ 550,000 $ 157,581 (2) $ 944,839 (6) $ — $ 342,419 $ — $ 36,654 $ 2,031,493 Executive Vice President and Chief Financial Officer of Chemical Financial and Chemical Bank 2016 183,483 — 75,000 — — — 11,607 270,090 Gary Torgow (12) 2017 $ 823,390 $ — $ 1,047,880 (5) $ — $ — $ — $ 32,303 $ 1,903,573 Chairman of the Board of Directors of Chemical Financial Thomas C. Shafer (12) 2017 $ 562,500 $ 111,229 (2) $ 647,341 (6) $ 132,005 $ 538,771 $ — $ 52,975 $ 2,044,821 Vice Chairman of Chemical Financial and President and Chief Executive Officer of Chemical Bank Robert S. Rathbun (14) 2017 $ 320,769 $ 200,000 (3) $ 160,043 (6) $ 69,305 $ 176,256 $ 294,000 $ 29,377 $ 1,249,750 Executive Vice President Retail and Regional President of the East Region of Chemical Bank 2016 309,477 — 273,954 62,730 241,248 191,000 25,942 1,104,351 David B. Ramaker 2017 $ 482,231 $ — $ 2,510,265 (6) $ 777,413 (8) $ — $ 592,822 $ 472,661 $ 4,835,392 Former President and Chief Executive Officer of Chemical Financial and Chemical Bank 2016 687,412 — 462,008 197,999 720,091 335,014 1,913,930 4,316,454 2015 634,380 — 548,409 183,599 484,092 261,000 13,157 2,124,637 (1) Includes salary deferred under the Chemical Financial Corporation 401(k) Savings Plan and the Chemical Financial Corporation Nonqualified Deferred Compensation Plan. For a description of changes related to base salary in 2017, see the discussion entitled "Elements of Compensation–Base Salary" in the Compensation Discussion and Analysis section of this Proxy Statement. (2) These amounts reflect an annual discretionary bonus determined by the Compensation Committee, as further explained under "Elements of Compensation–2017 Discretionary Bonuses" in the Compensation Discussion and Analysis section of this Proxy Statement. (3) This amount represents a retention bonus paid toMr. Rathbun in connection with his change in role, as further described under "Employment Agreement and Offer Letter Agreement with Mr. Rathbun" in the Narrative to Summary Compensation Table and Grants of Plan-Based Awards Table section of this Proxy Statement. (4) The values of all stock awards reported in this column were computed in accordance with FinancialAccounting Standards BoardAccounting Standards Codification, ASC Topic 718 Compensation-Stock Compensation (ASC 718). For a discussion of the valuation assumptions, see Note 17 to our 2017 consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2017. (5) Represents the grant date fair value of fully-vested shares of our common stock granted to Mr. Provost and Mr. Torgow in 2017. 40