UNITED STATES

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): ~~August~~September 318, 2016

First Clover Leaf Financial Corp.
(Exact name of registrant as specified in its charter)

Maryland	0-50820	20-4797391
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

6814 Goshen Road, PO Box 540, Edwardsville, Illinois 62025
(Address of principal executive offices) (Zip code)

618-656-6122
(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Item~~Introductory 5Note.~~07. Submission of Matters to a Vote of Security Holders.~~

OnThis ~~August~~Current 31Report on Form 8-K is being filed in connection with the closing on September 8, 2016, of the transactions contemplated by that certain Agreement and Plan of Merger, dated as of April 26, 2016 (as amended, the “Merger Agreement”), between First Clover Leaf Financial Corp. (the "“Company"”) ~~held~~and aFirst ~~special~~Mid-Illinois ~~meeting~~Bancshares, ofInc., ~~stockholders~~a inDelaware ~~Edwardsville,~~corporation ~~Illinois~~(“First Mid”). ~~The~~Pursuant ~~final~~to ~~results~~the ~~for~~Merger ~~each~~Agreement, ofthe Company merged with and into First Mid, with First Mid as the ~~matters~~surviving ~~submitted~~corporation to(the a“Merger”). At ~~vote~~the effective time of ~~stockholders~~the atMerger, the ~~special~~separate ~~meeting~~corporate ~~are~~existence asof ~~follows:~~the Company ceased.

1Item 2. ~~The proposal~~01. toCompletion ~~approve the Agreement and Plan~~ of ~~Merger~~Acquisition ~~(as~~or ~~amended,~~Disposition ~~the “Merger Agreement”), dated as~~ of ~~April 26, 2016, between the Company and First Mid-Illinois Bancshares, Inc~~Assets. (“First Mid”), pursuant to which the Company will merge with and into First Mid, and the transactions contemplated thereby (the “merger proposal”), was approved by the stockholders by the following vote:

Votes For		Votes Against		Abstentions		Broker Non-Votes
5,176,686		26,568		14,148		—

Effective September 8, 2016, the Company merged with and into First Mid, with First Mid as the surviving corporation. At the effective time of the Merger, 25% of the shares of the Company’s common stock issued and outstanding immediately prior to the effective time of the Merger converted into the right to receive $12.87 per share, for an approximate aggregate total of $22,541,429, and 75% of the shares of the Company’s common stock issued and outstanding immediately prior to the effective time of the Merger converted into the right to receive 0.495 shares of First Mid common stock, par value $4.00 per share, for an approximate aggregate total of 2,600,935 shares of First Mid’s common stock.

~~2. The~~No ~~proposal~~fractional toshares ~~approve,~~of onFirst anMid ~~advisory~~common stock ~~(non-binding)~~will ~~basis,~~be issued in connection with the ~~compensation~~Merger. ~~that~~As ~~certain~~a ~~executive~~result, ~~officers~~each former holder of the Company’s stock who would otherwise ~~may~~have been entitled to receive ina ~~connection~~fraction ~~with~~of a share of First Mid common stock in the ~~merger~~Merger ~~proposal~~will ~~pursuant~~receive toan ~~existing~~amount ~~agreements~~in orcash ~~arrangements~~(without interest), ~~with~~rounded to the ~~Company~~nearest whole cent, ~~was approved~~determined by ~~the~~multiplying ~~stockholders~~$12.87 by the ~~following~~fractional ~~vote:~~share of First Mid common stock to which such former holder of the Company’s common stock would otherwise be entitled.

Votes For		Votes Against		Abstentions		Broker Non-Votes
4,531,785		383,807		284,629		—

This description of the Merger is qualified in its entirety by reference to the Merger Agreement, a complete copy of which was filed as Exhibit 2.1 to the Form 8-K filed by the Company on April 26, 2016, and the First Amendment to the Merger Agreement, a complete copy of which was filed as Exhibit 2.2 to the Form 10-Q filed by the Company on August 10, 2016, each of which is incorporated herein by reference.

Item 83.01. ~~Other~~Notice ~~Events~~of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On September 18, 2016, the Company ~~and~~notified ~~First~~the ~~Mid~~NASDAQ ~~issued~~Stock aMarket ~~joint~~LLC ~~press~~(“NASDAQ”) ~~release~~that ~~announcing~~the Merger had closed and requested that ~~each~~NASDAQ (i) ~~company'~~suspend trading of the Company’s ~~stockholders~~common ~~had~~stock ~~approved~~on ~~the~~NASDAQ, ~~merger~~(ii) ofwithdraw the Company’s ~~with~~common stock from listing on NASDAQ following the close of trading on September 8, 2016 and ~~into~~(iii) ~~First~~file ~~Mid~~with ~~pursuant~~the toSecurities and Exchange Commission (the ~~Merger~~“SEC”) a ~~Agreement. A~~notification ~~copy~~of removal from listing on Form 25 to report that shares of the ~~joint~~Company ~~press~~common ~~release~~stock isare ~~attached~~no aslonger ~~Exhibit 99~~listed on NASDAQ.1 As toa ~~this~~result, ~~Current~~the ~~Report~~Company’s oncommon ~~Form~~stock ~~8-K~~will ~~and~~no islonger ~~incorporated~~be ~~herein~~listed byon ~~reference~~NASDAQ.

Additionally, First Mid (as successor to the Company by operation of law) intends to file with the SEC a certification on Form 15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), requesting the deregistration of the Company’s common stock under Section 12(g) of the Exchange Act and the suspension of the Company’s reporting obligations under Section 15(d) of the Exchange Act as promptly as practicable. The information set forth under Item 92.01. ~~Financial~~of ~~Statements~~this ~~and~~Current ~~Exhibits~~Report on Form 8-K is incorporated by reference into this Item 3.01.

~~(d) Exhibits~~Item 3.03. Material Modification to Rights of Security Holders.

~~99.1 Joint~~The information ~~Press~~set ~~Release,~~forth ~~dated~~under ~~September~~Items 1,2.01 ~~2016~~and 3.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.

~~Signature~~Item 5.01. Changes in Control of Registrant.

~~Pursuant~~On toSeptember ~~the requirements~~8, of2016, the ~~Securities~~Company ~~Exchange~~was ~~Act~~merged ofwith ~~1934,~~and ~~the~~into ~~registrant~~First ~~has~~Mid ~~duly~~pursuant ~~caused this report~~ to bethe ~~signed~~Merger onAgreement, ~~its~~with ~~behalf~~First byMid as the ~~undersigned hereunto~~surviving ~~duly authorized~~entity.

~~Date: September~~The information 1,set ~~2016~~forth under Items 2.01 and 5.02 of this Current Report on Form 8-K is incorporated by reference into this Item 5.01.

~~First~~Item ~~Clover~~5.02. ~~Leaf~~Departure ~~Financial~~of ~~Corp.~~Directors ~~By:~~or ~~/s/~~Certain ~~Darlene~~Officers; F.Election ~~McDonald~~of ~~Name:~~Directors; ~~Darlene~~Appointment F.of ~~McDonald~~Certain ~~Title:~~Officers; ~~Chief~~Compensatory ~~Financial~~Arrangements ~~Officer~~of Certain Officers.

~~INDEX~~As TOof ~~EXHIBITS~~the effective time of the Merger, the Company’s directors and executive officers ceased serving as directors and executive officers of the Company.

Exhibit Number		Description
99.1		Joint Press Release, dated September 1, 2016.

Item 5.03.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

As of the closing of the Merger, the articles of incorporation and the bylaws of the Company ceased to be in effect by operation of law and the organizational documents of First Mid (as successor to the Company by operation of law) remained the restated certificate of incorporation and amended and restated bylaws of First Mid, consistent with the terms of the Merger Agreement.

The information regarding the Merger and the Merger Agreement set forth under Item 2.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.03.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description

2.1		Agreement and Plan of Merger by and between First Mid-Illinois Bancshares, Inc. and First Clover Leaf Financial Corp., dated April 26, 2016 (incorporated by reference to Exhibit 2.1 to Current Report on Form 8-K dated April 26, 2016).*
2.2		First Amendment to Agreement and Plan of Merger by and between First Mid-Illinois Bancshares, Inc. and First Clover Leaf Financial Corp., dated as of June 6, 2016 (incorporated by reference to Exhibit 2.2 to Quarterly Report on Form 10-Q filed August 10, 2016).
3.1		Restated Certificate of Incorporation and Amendment to Restated Certificate of Incorporation of First Mid-Illinois Bancshares, Inc. (incorporated by reference to Exhibit 3(a) to First Mid-Illinois Bancshares, Inc.’s Annual Report on Form 10-K for the year ended December 31, 1987).
3.2		Amended and Restated Bylaws of First Mid-Illinois Bancshares, Inc. (incorporated by reference to Exhibit 3.2 to First Mid-Illinois Bancshares, Inc.’s Current Report on Form 8-K filed November 14, 2007).

* Certain schedules have been omitted pursuant to Section 6.01(b)(2) of Regulation S-K.

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.

FIRST MID-ILLINOIS BANCSHARES, INC., as

Successor to First Clover Leaf Financial Corp.

Dated: September 9, 2016

By: : /s/ Joseph R. Dively

Joseph R. Dively

Chairman, President and Chief Executive Officer

INDEX TO EXHIBITS

Exhibit Number	Description

2.1	Agreement and Plan of Merger by and between First Mid-Illinois Bancshares, Inc. and First Clover Leaf Financial Corp., dated April 26, 2016 (incorporated by reference to Exhibit 2.1 to Current Report on Form 8-K dated April 26, 2016).*
2.2	First Amendment to Agreement and Plan of Merger by and between First Mid-Illinois Bancshares, Inc. and First Clover Leaf Financial Corp., dated as of June 6, 2016 (incorporated by reference to Exhibit 2.2 to Quarterly Report on Form 10-Q filed August 10, 2016).
3.1	Restated Certificate of Incorporation and Amendment to Restated Certificate of Incorporation of First Mid-Illinois Bancshares, Inc. (incorporated by reference to Exhibit 3(a) to First Mid-Illinois Bancshares, Inc.’s Annual Report on Form 10-K for the year ended December 31, 1987).
3.2	Amended and Restated Bylaws of First Mid-Illinois Bancshares, Inc. (incorporated by reference to Exhibit 3.2 to First Mid-Illinois Bancshares, Inc.’s Current Report on Form 8-K filed November 14, 2007).

* Certain schedules have been omitted pursuant to Section 6.01(b)(2) of Regulation S-K.

Filing Compare · First Clover Leaf Financial Corp.