1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): DECEMBER 15, 1994 FirstMerit Corporation (F/K/A FIRST BANCORPORATION OF OHIO) (Exact name of registrant as specified in its charter) OHIO 0-10161 34-1339938 (State or other jurisdiction of (Commission (IRS employer incorporation or organization) file number) identification number) III CASCADE PLAZA, 7TH FLOOR AKRON, OHIO 44308 (216) 384-8000 (Address of Principal (Zip Code) (Telephone Number) Executive Offices) Copy to: KEVIN C. O'NEIL, ESQ. BROUSE & MCDOWELL 500 First National Tower Akron, Ohio 44308-1471 (216) 434-5207 2 ITEM 5. OTHER EVENTS. On December 15, 1994, at the Special Meeting of Shareholders, the shareholders of FirstMerit Corporation (f/k/a First Bancorporation of Ohio) ("FMER"), by the affirmative vote necessary therefore, approved the Board of Directors' proposals regarding the approval of the merger with The CIVISTA Corporation ("CIVISTA"), whereby CIVISTA will be merged with and into FMER. The merger is still subject to certain conditions but is expected to close in the first quarter of 1995. In addition, the shareholders approved certain amendments to FMER's Amended and Restated Articles of Incorporation ("Articles"), as follows: 1. To change the name of the corporation from "First Bancorporation of Ohio" to "FirstMerit Corporation;" 2. To increase the authorized Common Stock from 40,000,000 to 80,000,000 shares; and 3. To increase the authorized Preferred Stock from 3,500,000 to 7,000,000 shares. FMER will continue to operate under the name First Bancorporation of Ohio for the next several months and during this period will continue to trade under the symbol "FBOH" on the Nasdaq National Market System. It is currently expected that FMER will begin operating under its new name and trade under its new stock symbol, FMER, in March, 1995. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (C) EXHIBITS. 3(i) Certificate of Amendment to the Amended and Restated Articles of Incorporation of FirstMerit Corporation SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FIRSTMERIT CORPORATION Dated: December 16, 1994 By: /s/ Terry E. Patton ------------------- Terry E. Patton Secretary 3 FIRSTMERIT CORPORATION (f/k/a First Bancorporation of Ohio) CURRENT REPORT ON FORM 8-K INDEX OF EXHIBITS EXHIBIT 3(i) Certificate of Amendment to the Amended and Restated Articles of Incorporation of FirstMerit Corporation