SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Amat Leonardo (Last) (First) (Middle) 235 E. MAIN STREET (Street) MIDLAND MI 48640 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 05/14/2012	3. Issuer Name and Ticker or Trading Symbol CHEMICAL FINANCIAL CORP [ (CHFC) ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) Officer of Principal Bus. Unit	5. If Amendment, Date of Original Filed (Month/Day/Year)
			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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,050	D
Common Stock	990.785	I	By 401(k) Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	12/09/2003	12/09/2012	Common Stock	1,102.5	$27.7823	D
Stock Options	12/31/2005	12/12/2013	Common Stock	1,837.5	$35.6667	D
Stock Options	12/31/2005	12/13/2014	Common Stock	3,675	$39.6857	D
Stock Options	12/20/2005	12/20/2015	Common Stock	3,750	$32.28	D
Stock Options	(1)	07/20/2017	Common Stock	4,091	$24.78	D
Stock Options	(2)	02/25/2018	Common Stock	1,647	$24.52	D
Stock Options	(3)	04/29/2019	Common Stock	1,971	$21.1	D
Stock Options	(4)	03/26/2020	Common Stock	1,693	$24.56	D
Stock Options	(5)	04/20/2021	Common Stock	2,201	$19.97	D
Stock Options	(6)	02/22/2022	Common Stock	5,367	$23.78	D
Restricted Stock Units	(7)	(7)	Common Stock	726	(7)	D
Restricted Stock Units	(8)	(8)	Common Stock	943	(8)	D
Restricted Stock Units	(9)	(9)	Common Stock	1,598	(9)	D
Restricted Stock Units	(10)	(10)	Common Stock	799	(10)	D

Explanation of Responses:

1. Vests in three equal annual installments beginning on July 20, 2008.

2. Vests in three equal annual installments beginning on February 25, 2009.

3. Vests in three equal annual installments beginning on April 28, 2010.

4. Vests in three equal annual installments beginning on March 25, 2011.

5. Vests in three equal annual installments beginning on April 19, 2012.

6. Vests in three equal annual installments beginning on February 21, 2013.

7. Award of restricted stock units pursuant to the Chemical Financial Corporation Stock Incentive Plan of 2006. Restricted stock units are convertible into shares of common stock based on the attainment by the Company of certain financial performance criteria upon completion of the year ending December 31, 2012 and the reporting person's attainment of the restricted period. Restricted stock units are reported assuming shares of common stock will be issuable on a 1-for-1 basis, but restricted stock units may be convertible on a basis ranging from 0.5-for-1 to 1.5-for-1 depending on the actual performance of the Company.

8. Award of restricted stock units pursuant to the Chemical Financial Corporation Stock Incentive Plan of 2006. Restricted stock units are convertible into shares of common stock upon the completion of the year ending December 31, 2013, based on the attainment by the Company of certain financial performance criteria in the years ending December 31, 2011 and 2013 and the reporting person's attainment of the restricted period. Restricted stock units are reported assuming shares of common stock will be issuable on a 1-for-1 basis, but restricted stock units may be convertible on a basis ranging from 0.5-for-1 to 1.5-for-1 depending on the actual performance of the Company.

9. Award of restricted stock units pursuant to the Chemical Financial Corporation Stock Incentive Plan of 2006. Restricted stock units are convertible into shares of common stock upon the completion of the year ending December 31, 2014, based on the attainment by the Company of certain financial performance criteria in the years ending December 31, 2013 and 2014 and the reporting person's attainment of the restricted period. Restricted stock units are reported assuming shares of common stock will be issuable on a 1-for-1 basis, but restricted stock units may be convertible on a basis ranging from 0.5-for-1 to 1.5-for-1 depending on the actual performance of the Company.

10. Award of restricted stock units convertible into shares of common stock on a 1-for-1 basis at the end of a 3-year vesting period. Dividend equivalents will accrue under this award.

	/s/ Lori A. Gwizdala, His Attorney-In-Fact	05/23/2012
	** 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 5 (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).
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