FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

O'Brien Patrick D. 		2. Issuer Name and Ticker or Trading Symbol

Merchants Bancorp [ MBIN ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

11555 NORTH MERIDIAN STREET, SUITE 400 		3. Date of Earliest Transaction (MM/DD/YYYY)

12/4/2018
(Street)

CARMEL, IN 46032
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   12/4/2018   12/5/2018   (1) P    3000   A $22.99   66866   D    
8 % Non-Cumulative, Perpetual Preferred Stock                  1000   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  Purchase was made pursuant to an instruction in compliance with Rule 10b5-1(c) and Mr. O'Brien was notified of the trade on December 5, 2018.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
O'Brien Patrick D.
11555 NORTH MERIDIAN STREET, SUITE 400
CARMEL, IN 46032 		X



Signatures
/s/ Terry A. Oznick, attorney-in-fact 12/6/2018
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Exhibit 24

 

SUBSTITUTE POWER OF ATTORNEY

 

Under the terms of the power of attorneys for and dated as follows:

 

Richard L. Belser, dated October 13, 2017,

Michael J. Dunlap, dated October 25, 2017,

Michael R. Dury, dated October 13, 2017,

Scott A. Evans, dated October 10, 2017,

Sue Anne Gilroy, dated October 10, 2017,

Jerry F. Koors. dated October 13, 2017,

Susan Dehner Kucer, dated October 13, 2017,

Kevin T. Langford, dated October 16, 2017,

John F. Macke, dated October 25, 2017,

Patrick D. O’Brien, dated October 10, 2017.

John W. Perry, dated October 10, 2017,

Jody J. Petrie, dated October 13, 2017,

Michael F. Petrie, dated October 25, 2017

Mary H. Rogers, dated October 12, 2017

Randall D. Rogers, dated October 23, 2017,

Anne E. Sellers, dated October 10, 2017, and

David N. Shane, dated October 16, 2017,

 

each person an executive officer and/or director of Merchants Bancorp (collectively, the “Power of Attorneys”), Brian J. Sullivan, was appointed attorney-in-fact.

 

In accordance with the authority granted under the Power of Attorneys, which include the full power of substitution, by his signature to this Substitute Power of Attorney, Brian J. Sullivan appoints Tami L. Durle and Terry A. Oznick as substitute attorneys-in-fact, on behalf of each of the above listed persons, each with the power to act singly and with full power of substitution, to exercise and execute all of the powers granted or conferred in the original Power of Attorneys.

 

Further, by their signatures to this Substitute Power of Attorney, each of Tami L. Durle and Terry A. Oznick accept appointment as attorneys-in-fact and agree to assume from Brian J. Sullivan any and all duties and responsibilities attendant to their capacity as attorneys-in-fact.

 

Date: December 5, 2018

 

 

 

/s/ Brian J. Sullivan

 

Brian J. Sullivan

 

WE ACCEPT THIS APPOINTMENT AND SUBSTITUTION:

 

 

/s/ Tami L. Durle

 

Tami L. Durle

 

 

 

 

 

/s/ Terry A. Oznick

 

Terry A. Oznick