The board of directors of HCB Financial Corp. (“HCB”) is sending this prospectus and proxy statement and the accompanying form of proxy to the shareholders of HCB in connection with the solicitation of proxies for use at a special meeting of HCB’s shareholders to be held on June 17, 2026, at the main office of HCB, located at 150 West Court Street, Hastings, Michigan 49058, commencing at 1:00 p.m., local time, and at any adjournments or postponements thereof. At the special meeting, HCB shareholders will be asked to consider and vote upon a proposal to approve the Agreement and Plan of Merger, dated as of March 18, 2026 (the “Merger Agreement”), by and between HCB and Independent Bank Corporation (“Independent”), pursuant to which HCB will merge with and into Independent, with Independent continuing as the surviving corporation (the “Merger”). This document constitutes a prospectus of Independent with respect to the shares of Independent common stock to be issued to HCB shareholders in the Merger, as well as a proxy statement of HCB for its special meeting. This offering is being made only to holders of HCB common stock.

Completion of the Merger is subject to, among other things, receipt of required regulatory approvals, approval of the Merger Agreement by HCB shareholders, and the satisfaction or waiver of other customary closing conditions. If the Merger Agreement is approved and the Merger is completed, each outstanding share of HCB common stock will be converted into the right to receive (a) $17.51 in cash, subject to adjustment as provided in the Merger Agreement, and (b) 1.5900 shares of Independent common stock (the “Exchange Ratio”), together with cash in lieu of any fractional shares (collectively, the “Merger Consideration”). Independent common stock is listed on The Nasdaq Global Select Market under the trading symbol “IBCP.” On March 18, 2026, the last trading day before execution of the Merger Agreement, the closing price per share of Independent common stock was $32.59. On May 19, 2026, the most recent practicable date before the printing of this document, the closing price per share of Independent common stock was $33.17.

The board of directors of HCB has unanimously (i) determined that the Merger Agreement and the transactions contemplated thereby, including the Merger, are advisable and fair to, and in the best interests of, HCB and its shareholders, (ii) adopted and approved the Merger Agreement and authorized the Merger and the other transactions contemplated by the Merger Agreement, and (iii) resolved to recommend that HCB shareholders vote “FOR” approval of the Merger Agreement. In reaching its determination, the HCB board of directors considered, among other things, the opinion of Hovde Group, LLC to the effect that, as of the date of such opinion and based upon and subject to the assumptions, qualifications, and limitations set forth therein, the Merger Consideration to be received by the holders of HCB common stock in the Merger was fair, from a financial point of view, to the holders of HCB common stock. The opinion of Hovde Group, LLC is described in this prospectus and proxy statement and is attached as Appendix B hereto.

Your vote is important. Approval of the Merger Agreement requires the affirmative vote of the holders of a majority of the outstanding shares of HCB common stock entitled to vote as of the record date for the special meeting. Whether or not you plan to attend the special meeting in person, please submit your proxy as promptly as possible.

You should read this prospectus and proxy statement carefully in its entirety, including the section entitled “Risk Factors” beginning on page 13, before voting. You may also obtain additional information about Independent from documents it has filed with the Securities and Exchange Commission (the “SEC”), which are available at www.sec.gov.

The shares of Independent common stock to be issued in the Merger are not deposits or savings accounts or other obligations of any bank or savings association and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency. The shares of Independent common stock are subject to investment risks, including the possible loss of value.

Neither the SEC nor any state securities commission has approved or disapproved of the securities to be issued in the Merger or passed upon the adequacy or accuracy of this prospectus and proxy statement. Any representation to the contrary is a criminal offense.

As permitted by SEC rules, this document incorporates by reference important business and financial information about Independent from documents filed with the SEC that are not included in or delivered with this document. These documents are available to you without charge upon written or oral request. Requests for these documents should be directed to:

A shareholder making such a request must request the information at least five (5) business days before the date of the special meeting of HCB shareholders to ensure timely delivery. Accordingly, the deadline for a HCB shareholder to make a request is June 10, 2026.

You are cordially invited to attend a special meeting of shareholders of HCB Financial Corp. (“HCB”), which will be held on Wednesday, June 17, 2026, at 1:00 P.M., Eastern Time, at the company’s main office at 150 West Court Street, Hastings, Michigan 49058, and virtually over the Internet via live webcast, or at such other time, on such other date and at such other place to which the meeting may be adjourned (the “Special Meeting”).

You or your proxyholder will be able to attend and vote at the Special Meeting in person or by visiting https://www.cstproxy.com/hcbfinancialcorp/2026 and using a control number assigned by Continental Stock Transfer & Trust Company. To register and receive access to the Special Meeting, registered shareholders and beneficial owners (those holding shares through a stock brokerage account or by a bank or other holder of record) will need to follow the instructions applicable to them provided in the accompanying prospectus and proxy statement. The accompanying prospectus and proxy statement includes additional instructions on how to access the Special Meeting and how to listen, vote and submit questions from home or any remote location with Internet connectivity. 

Even if you plan to attend the Special Meeting, it is strongly recommended you complete and return your proxy card before the Special Meeting date, to ensure that your shares will be represented at the Special Meeting if you are unable to attend. You will not be required to attend the Special Meeting in person in order to vote. You will be able to vote your shares by submitting a proxy card by mail or online by visiting www.cstproxyvote.com/.

The Special Meeting is for the purpose of considering and acting upon the following matters:

No other business will be transacted at the Special Meeting, except for such other business as may properly come before the special meeting or any adjournment or postponement thereof.

HCB’s board of directors (the “Board”) has fixed the close of business on May 18, 2026, as the record date for the Special Meeting. Only shareholders of record as of the record date are entitled to notice of, and to vote at, the Special Meeting and any adjournment or postponement thereof.

The presence, in person or by proxy, of the holders of shares representing a majority of the votes entitled to be cast at the Special Meeting constitutes a quorum. Abstentions and broker non-votes will be counted for purposes of determining the presence of a quorum.

Approval of the Merger Proposal requires the affirmative vote of the holders of a majority of the outstanding shares of HCB common stock entitled to vote thereon. Assuming a quorum is present, approval of the Adjournment Proposal (if necessary or appropriate) requires the affirmative vote of a majority of the votes cast at the Special Meeting by shareholders entitled to vote.

HCB shareholders must approve the Merger Proposal in order for the Merger to occur. If HCB's shareholders fail to approve the Merger Proposal, the Merger will not occur. In the event there are insufficient votes to approve the Merger Proposal at the time of the Special Meeting, the meeting may be adjourned or postponed in order to permit further solicitation of proxies by HCB.

Each of the Merger Proposal and the Adjournment Proposal is more fully described in the accompanying prospectus and proxy statement. Please take the time to read carefully each of the proposals in the accompanying prospectus and proxy statement before you vote.

After careful consideration of all relevant factors, the Board has unanimously determined that the Merger Proposal and, if presented, the Adjournment Proposal, are advisable and fair to, and in the best interests of, HCB and its shareholders, and unanimously recommends that you vote or give instruction to vote “FOR” such proposals.

Enclosed is the proxy statement containing detailed information concerning the Merger Proposal, the Adjournment Proposal, and the Special Meeting. Whether or not you plan to attend the Special Meeting, we urge you to read this material carefully and vote your shares.

Your vote is important. If you are a shareholder of record, please sign, date and return your proxy card promptly to ensure that your shares are represented at the Special Meeting. Shareholders of record may also vote in person or online during the Special Meeting. If your shares are held in an account at a brokerage firm or bank, you must instruct your broker or bank how to vote your shares, or you may cast your vote in person or online at the Special Meeting by obtaining a proxy from your brokerage firm or bank. If a valid quorum is otherwise established for the Special Meeting, failure to vote in person (including by virtual attendance) or by proxy will have the same effect as a vote against the Merger Proposal but will not affect the outcome of the Adjournment Proposal. Abstentions and broker non-votes will be counted as present for purposes of establishing a quorum but will have the same effect as a vote against the Merger Proposal and no effect on the outcome of the Adjournment Proposal.

Important Notice Regarding the Availability of Proxy Materials for the Special Meeting of Shareholders to be held on June 17, 2026: This Notice of Special Meeting and the accompanying prospectus and proxy statement are available at https://www.cstproxy.com/hcbfinancialcorp/2026.

This prospectus and proxy statement contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements are based on management’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy, and Independent and HCB. Words such as “anticipates,” “believes,” “estimates,” “expects,” “forecasts,” “intends,” “is likely,” “judgment,” “opinion,” “plans,” “predicts,” “probable,” “projects,” “should,” “trend,” “will,” “strategy” and variations of such words and similar expressions are intended to identify such forward-looking statements. Such statements are based upon current beliefs and expectations and involve substantial risks and uncertainties which could cause actual results to differ materially from those expressed or implied by such forward-looking statements.

Forward-looking statements contained in this prospectus and proxy statement include, but are not limited to, all statements referencing future time periods and statements with respect to:

Management’s determination of the provision and allowance for credit losses; the carrying value of acquired loans, goodwill and capitalized mortgage loan servicing rights; and the fair value of investment securities (including whether any allowance for credit losses on any investment security is needed for estimated credit losses) involve judgments that are inherently forward-looking. There can be no assurance that future credit losses will be limited to the amounts estimated. All of the information set forth in this prospectus and proxy statement concerning interest rate sensitivity is forward-looking. The future effect of changes in the financial and credit markets and the national and regional economies on the banking industry, generally, and on Independent and HCB, specifically, are also inherently uncertain.

These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions (“Risk Factors”) that are difficult to predict with regard to timing, extent, likelihood, and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements. Investors are cautioned against placing undue reliance on any forward-looking statements contained within this prospectus and proxy statement.

Risk factors relating to Independent’s business in general include, without limitation:

Risk factors relating both to the Merger and the integration of HCB into Independent after the effective time of the Merger include, without limitation:

These Risk Factors are representative of the risks, uncertainties, and assumptions that could cause actual outcomes and results to differ materially from what is expressed or forecasted in any forward-looking statement. Additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed under the heading “Risk Factors” beginning on page 13 of this prospectus and proxy statement and in Independent’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q.

All subsequent written and oral forward-looking statements concerning the Merger or other matters addressed in this prospectus and proxy statement and attributable to Independent, HCB, or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Neither Independent nor HCB undertakes any obligation to update, amend, or clarify any forward-looking statement, whether as a result of new information, future events, or otherwise, except as may be required by applicable law or regulation.

The following are answers to certain questions that you may have regarding the proposed merger (the “Merger”) of HCB Financial Corp. (“HCB”) with and into Independent Bank Corporation (“Independent”), and the special meeting of HCB shareholders being held in connection with the Merger. This section, however, may not provide all the information that is important to you. You should carefully read this entire prospectus and proxy statement, including the annexes attached hereto and the documents incorporated by reference herein, for a more complete understanding of the Merger and the special meeting. For additional information, see “Where You Can Find More Information” beginning on page 80.

Unless the context otherwise requires, references in this prospectus and proxy statement to “Independent” refer to Independent Bank Corporation, a Michigan corporation, and its subsidiaries. References to “Independent Bank” refer to Independent Bank, a Michigan state-chartered bank and wholly-owned subsidiary of Independent Bank Corporation. Unless the context otherwise requires, references to “HCB” refer to HCB Financial Corp., a Michigan corporation, and its subsidiaries. References to “Highpoint” refer to Highpoint Community Bank, a Michigan state-chartered bank and wholly-owned subsidiary of HCB Financial Corp. References to the “Merger” refer to the Merger of HCB with and into Independent, with Independent continuing as the surviving corporation, pursuant to the Agreement and Plan of Merger, dated as of March 18, 2026, by and between Independent and HCB (as it may be amended from time to time, the “Merger Agreement”).

This section summarizes material risks you should carefully consider in deciding how to vote on the Merger and whether to hold or dispose of shares following the Merger. You should read these risk factors together with the other information contained in or incorporated by reference into this prospectus and proxy statement, including “Cautionary Note Regarding Forward-Looking Statements” and the risk factors included in Independent’s Annual Report on Form 10-K for the year ended December 31, 2025. The risks described below are not the only risks facing the parties. Additional risks and uncertainties not presently known or that are currently deemed immaterial may also affect the Merger and the combined company.

Pursuant to the Merger Agreement, each share of HCB common stock (other than excluded shares) will be entitled to receive $17.51 in cash and 1.5900 shares of Independent common stock, with cash paid in lieu of fractional shares. The Exchange Ratio is fixed and subject to adjustment only in the limited circumstances described in the Merger Agreement. Because the Exchange Ratio is fixed, the market value of the stock component of the Merger Consideration will depend on the market price of Independent common stock at the time the Merger is completed, which cannot be predicted. The market price of Independent common stock will fluctuate before and after completion of the Merger due to many factors beyond the control of Independent or HCB, including general stock market conditions, changes in interest rates, credit quality and capital levels, legislative and regulatory developments, economic conditions, competitive pressures, and investor perceptions of Independent and the banking industry generally. These factors may cause the market price of Independent common stock to decrease, and the value of the stock component of the Merger Consideration that HCB shareholders receive could be less than the value of such component at the time the Merger Agreement was signed, at the time this prospectus and proxy statement was mailed, or at the time HCB shareholders vote on the Merger. Other than the limited upset provision described in “The Merger Agreement–What HCB Shareholders Will Receive in the Merger”, the Merger Agreement does not include a price-based termination right or a collar mechanism that would allow either party to terminate the Merger Agreement if the market price of Independent common stock falls below a specified threshold. HCB shareholders should obtain current market quotations for Independent common stock before voting and should carefully read The Merger Agreement–What HCB Shareholders Will Receive in the Merger”.

Completion of the Merger requires approvals, consents or non-objections from U.S. federal and state bank regulatory authorities, including the Board of Governors of the Federal Reserve System (or, if delegated, the Federal Reserve Bank of Chicago) and the Michigan Department of Insurance and Financial Services, and is subject to possible review or challenge by the U.S. Department of Justice on antitrust grounds. These regulators consider factors such as competitive effects on local banking markets, financial and managerial resources, capital adequacy, liquidity, safety and soundness, Community Reinvestment Act and fair lending records, compliance with Bank Secrecy Act/anti-money laundering (“BSA/AML”) and sanctions laws, and information technology risk management. Regulatory agencies may impose conditions, limitations, requirements or divestitures-including with respect to branch operations, deposit products, lending activities or business lines-that are not anticipated and could be burdensome, could adversely affect the combined company’s operations or profitability following completion, or could delay or prevent closing. Regulatory agencies may also delay the review process, and there can be no assurance that required approvals will be obtained in a timely manner or at all. Adverse findings at either institution related to CRA, fair lending, BSA/AML compliance or other matters could delay or prevent regulatory approval or result in additional conditions being imposed. See “The Merger Agreement—Regulatory Approvals for the Merger.”

HCB common stock is quoted on the OTC.OTCID Basic Market (which we refer to as the “OTCID”) maintained by OTC Market Groups, Inc., under the symbol “HCBN.”. HCB’s common stock has traded only sporadically and in limited volume, and the trading history may not be representative of the prices at which HCB common stock would trade on a more active market. Over-the-counter market quotations reflect inter-dealer pricing without retail markup,

markdown or commission, may not reflect actual transactions, and do not necessarily reflect the intrinsic or fair market value of HCB common stock. As a result, it is difficult to determine whether the Merger Consideration represents a premium, discount or fair value relative to the market price of HCB common stock, and the historical trading prices of HCB common stock may not be a reliable indicator of the value of the Merger Consideration. HCB shareholders are encouraged to review the discussion of the board of directors’ valuation analysis and the opinion of HCB’s financial advisor described in “The Merger—Opinion of HCB’s Financial Advisor” in evaluating the fairness of the Merger Consideration.

Uncertainty relating to the Merger may impair the ability of Independent or HCB to attract, retain and motivate key employees; may cause customers, depositors, borrowers, and other business counterparties to seek alternative providers, delay or defer decisions, or renegotiate or terminate existing relationships; and may divert management attention and resources from the day-to-day conduct of each company’s business and from the pursuit of growth and other opportunities. The adverse effects of Merger-related uncertainty may be exacerbated if the pendency of the Merger is prolonged. In addition, pursuant to the Merger Agreement, HCB is required to operate its business in the ordinary course consistent with past practice and is subject to a variety of restrictions on its operations without Independent’s consent, including restrictions on capital expenditures, new indebtedness, acquisitions, certain compensation increases, and other actions that could require the consent of Independent. These restrictions may prevent HCB from responding to competitive developments or market opportunities and could place HCB at a competitive disadvantage during the pendency of the Merger. Any of these effects could have an adverse impact on HCB’s business, financial condition and results of operations prior to completion of the Merger and on Independent’s business, financial condition and results of operations following completion of the Merger. See “The Merger Agreement–Conduct of Business Pending the Merger.”

The anticipated benefits of the Merger, including expected cost savings, revenue synergies, operational efficiencies and growth opportunities, are based on projections and assumptions that may not be realized. Realization of anticipated benefits will depend on Independent’s ability to integrate HCB’s operations, personnel, systems, and business successfully and in a timely manner. The integration process involves complex operational, technical and management challenges that may be more difficult, time-consuming or costly than anticipated, and may result in: the loss of key customers, depositors, borrowers or business relationships; the departure of key officers and employees; the disruption of ongoing business operations at both companies; inconsistencies in standards, controls, procedures, systems and policies; unanticipated expenses and liabilities; and difficulties in aligning corporate cultures and organizational structures. Core systems conversions, data migrations and technology integrations present significant operational, regulatory and cybersecurity risks, including the risk of service interruptions, transaction processing errors, data loss or compromise, and increased vulnerability to cyber threats. Independent has also incurred and expects to continue to incur substantial non-recurring transaction and integration-related costs. If Independent is unable to integrate HCB effectively and within the expected timeframe, the combined company may fail to realize some or all of the anticipated benefits of the Merger, which could adversely affect the combined company’s business, financial condition, results of operations, and the trading price of Independent common stock.

The success of the combined company will depend, in part, on its ability to retain the customer relationships and business of HCB following the Merger. Customers and depositors may choose to reduce or withdraw balances, shift business to competitors, or terminate relationships due to uncertainty about the Merger, preferences for different banking institutions, concerns about service continuity, or other reasons. Higher-than-expected deposit attrition or customer loss, unfavorable changes in deposit mix or repricing, or adverse changes in borrower behavior could reduce net interest income, increase funding costs, pressure liquidity, and adversely affect the combined company’s loan portfolio quality, fee revenues, operating results, and ability to achieve anticipated synergies. In addition, key customers and counterparties of HCB may require consent for assignment of their contracts or deposit arrangements, and some may seek to renegotiate or terminate those arrangements in connection with the Merger. There can be no assurance that Independent will be able to retain HCB’s customer relationships and business at anticipated levels following the Merger.

Following completion of the Merger, former HCB shareholders who receive shares of Independent common stock will own a smaller percentage of the combined company than they currently own of HCB on a standalone basis. As a result, former HCB shareholders will have reduced voting power and reduced ability to influence corporate governance matters, including the election of directors, executive compensation, mergers and other significant transactions, and other matters submitted to a shareholder vote. The voting power of former HCB shareholders will be further subject to the voting preferences of existing Independent shareholders, who will collectively own a significantly larger percentage of the combined company than the former HCB shareholders. In addition, former HCB shareholders will be minority shareholders in a company whose business, risk profile, and strategic direction may differ from those of HCB as a standalone institution, and their ability to direct or influence the combined company’s policies and strategy will be limited accordingly.

Certain directors and executive officers of HCB have interests in the Merger that differ from, or are in addition to, the interests of HCB shareholders generally. These interests may include: the receipt of change-in-control payments, severance or transition benefits triggered in connection with the Merger; the accelerated vesting or payment of incentive awards; rights to continued indemnification and directors’ and officers’ liability insurance coverage following the Merger; the potential for retention bonuses, consulting arrangements, or employment offers from Independent; and other interests described in this prospectus and proxy statement. The existence of these interests may have influenced the directors and executive officers of HCB to support or approve the Merger Agreement and to recommend that HCB shareholders vote in favor of the Merger, and HCB shareholders should be aware of these interests when considering the board’s recommendation. The HCB board of directors was aware of these interests and considered them, among other matters, in approving the Merger Agreement and in recommending that HCB shareholders vote for the Merger. For a description of the interests of HCB directors and executive officers in the Merger, see “Interests of Certain Directors and Executive Officers in the Merger.”

The Merger Agreement contains non-solicitation provisions that restrict HCB from soliciting, initiating, knowingly facilitating, or encouraging any alternative acquisition proposal, subject to customary exceptions for superior proposals and the HCB board’s fiduciary duties. In addition, the Merger Agreement provides for a termination fee of $3,250,000 payable by HCB to Independent if the Merger Agreement is terminated under specified circumstances, including in certain situations where the HCB board changes its recommendation or HCB enters into an alternative transaction. These provisions could discourage or increase the cost for third parties to propose or pursue a competing acquisition transaction involving HCB, even if such a transaction might be considered more favorable to HCB shareholders than the Merger. The termination fee, together with the no-shop and matching rights provisions, could effectively limit the market check for HCB and make it less likely that HCB shareholders will receive an offer superior to the Merger Consideration. See “The Merger Agreement—Conduct of Business Pending the Merger”, “The Merger Agreement—Changes in the HCB Board Recommendation”, “The Merger Agreement—Conditions to Complete the Merger”, “The Merger Agreement—Termination of the Merger Agreement” and “The Merger Agreement—Termination Fee”.

Completion of the Merger is subject to a number of conditions that may not be satisfied or waived in a timely manner or at all, including: the approval of HCB shareholders; receipt of all required regulatory approvals without the imposition of any conditions that would be unduly burdensome; the accuracy of representations and warranties of each party, subject to the materiality standards set forth in the Merger Agreement; compliance by each party with its covenants and obligations; the shares of Independent common stock to be issued in the Merger having been approved for listing on Nasdaq; the absence of any injunction, legal restraint or prohibition preventing consummation; and other

customary closing conditions. Either party may terminate the Merger Agreement under certain specified circumstances, including if the Merger has not been completed by January 31, 2027 (subject to any agreed extension). If the Merger Agreement is terminated, Independent, HCB, and their respective shareholders could be adversely affected, including through the diversion of management time and resources, the incurrence of substantial fees and expenses, reputational harm, disruption to business plans, and potential loss of employees and business relationships. In certain circumstances, HCB may be required to pay Independent a termination fee of $3,250,000. There can be no assurance that the Merger will be completed on the anticipated timeline, on the terms currently contemplated, or at all. See “The Merger Agreement—Conditions to Complete the Merger”, “The Merger Agreement—Termination of the Merger Agreement” and “The Merger Agreement—Termination Fee”.

Following completion of the Merger, the combined company will operate a larger and more complex business with a different mix of assets, liabilities, risk exposures, and strategic priorities. The market price of Independent common stock following the Merger may be affected by factors different from, or in addition to, those that have historically affected Independent’s or HCB’s individual stock prices, and there can be no assurance that the combined company will perform as well as the two companies would have independently. In addition, the issuance of shares of Independent common stock in connection with the Merger will increase the number of Independent shares outstanding, which could have a dilutive effect on Independent’s earnings per share and tangible book value per share. Former HCB shareholders who receive Independent shares in the Merger may seek to sell some or all of those shares, and the market may not be able to absorb such sales without downward pressure on Independent’s stock price. Shares received by persons who are affiliates of HCB prior to the Merger will be subject to resale limitations under the U.S. federal securities laws, including Rule 145 under the Securities Act, and may not be freely tradeable.

Shareholder litigation or other litigation related to the Merger may be filed against HCB, Independent, and/or their respective directors, officers and advisors in connection with the Merger, the Merger Agreement, this prospectus and proxy statement, or the approval process. The outcome of any such litigation is inherently uncertain. The defense or settlement of any such litigation, whether meritorious or not, may involve significant costs, including legal fees, damages, and other remedies; divert the time and attention of management and directors; delay or prevent the completion of the Merger; and result in adverse publicity or reputational harm. In addition, the possibility of litigation may affect the parties’ ability to negotiate or enforce deal-protection mechanisms in the Merger Agreement, or could result in modifications to the terms of the Merger. Regulatory investigations or proceedings arising out of or related to the Merger could also impose additional costs and compliance burdens on the combined company.

The Merger will be accounted for as a business combination using the acquisition method of accounting. The assets acquired and liabilities assumed will be recorded at their respective estimated fair values as of the closing date, and any excess of the purchase price over the fair value of identifiable net assets acquired will be recorded as goodwill. Establishing the fair values of acquired assets and assumed liabilities requires significant estimates, judgments, and assumptions, particularly with respect to loans and leases, the allowance for credit losses, core deposit intangibles, time deposits, borrowings, investment securities, operating lease obligations, and other financial instruments. The values assigned to these assets and liabilities are preliminary and subject to change. Goodwill is not amortized but is subject to annual impairment testing, and other intangible assets will be amortized over their estimated useful lives. Subsequent adverse changes in economic conditions, credit quality, market interest rates, business performance, or other factors could result in non-cash impairment charges to goodwill or other intangible assets, which would reduce the combined company’s reported earnings and shareholders’ equity and could adversely affect regulatory capital ratios. In addition, increases in credit marks or the allowance for credit losses on acquired loans could result in higher provision expense and lower post-closing earnings than currently anticipated.

The projected cost savings and synergies attributable to the Merger are based on numerous assumptions about future business performance, including anticipated reductions in personnel, technology costs; benefits from operational efficiencies and systems consolidation; favorable vendor contract renegotiations; facilities rationalization; and workforce alignment. These projections are inherently uncertain, and the ability to realize them depends on factors that are difficult to predict, including management execution, employee retention, customer response, market conditions, and regulatory requirements. If the underlying assumptions prove incorrect or the combined company is unable to execute integration plans on schedule, anticipated cost savings and synergies may not be fully realized or may take longer to achieve than expected. In addition, Independent has incurred and expects to incur significant non-recurring transaction and integration costs, including legal, accounting, investment banking, severance and retention, core systems conversion, vendor termination, branding, and other costs, which could be material and could exceed current estimates. The net benefits to the combined company from the Merger may be reduced to the extent these costs are higher than anticipated or projected synergies are not achieved.

HCB’s financial advisor, Hovde Group, LLC, delivered a written opinion to HCB’s board of directors, dated March 18, 2026, to the effect that, as of such date and subject to the assumptions, qualifications and limitations described therein, the Merger Consideration was fair, from a financial point of view, to HCB shareholders. The fairness opinion speaks only as of the date it was rendered and is based upon information available, financial forecasts, market conditions, and other circumstances and events existing and known to the financial advisor as of that date. The opinion does not reflect or take into account any developments that may have occurred, or information that may have become available, after the date of the opinion, including changes in the business, operations, financial condition, results of operations, or prospects of Independent or HCB; changes in market conditions, interest rates, credit quality, liquidity, deposit flows, or the market price of Independent common stock; or any other subsequent developments. The fairness opinion is not a recommendation to any HCB shareholder as to how to vote or what action to take with respect to the Merger, and the receipt of the opinion should not be construed as assurance that the Merger Consideration represents the highest possible value that could be achieved in a sale of HCB or that the combined company will achieve results consistent with the projections underlying the opinion. See “The Merger—Opinion of HCB’s Financial Advisor.”

It is a condition to closing of the Merger that each of Independent and HCB receive a legal opinion from their respective counsel to the effect that the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Code. These opinions will be based on facts, representations and assumptions that are described therein, and are not binding on the Internal Revenue Service or any court. If the Merger does not qualify as a “reorganization” within the meaning of Section 368(a) of the Code – whether due to a change in law or facts, an IRS challenge, or a court determination – HCB shareholders would generally recognize taxable gain or loss on the exchange of their HCB shares, measured by the difference between the sum of the cash and the fair market value of the Independent common stock received and the shareholder’s adjusted tax basis in the HCB shares surrendered. In such case, the entire gain or loss, rather than only the gain or loss attributable to the cash portion of the consideration, would be taxable. Even if the Merger qualifies as a “reorganization” within the meaning of Section 368(a) of the Code, HCB shareholders will generally recognize gain (but not loss) to the extent of any cash received, including cash received in lieu of fractional shares. The U.S. federal income tax consequences of the Merger will depend on each HCB shareholder’s specific circumstances. HCB shareholders are urged to consult their own tax advisors regarding the tax consequences of the Merger, including the effect of state, local, and non-U.S. tax laws. See “Material United States Federal Income Tax Consequences of the Merger.”

Independent expects to fund the cash component of the Merger Consideration principally from available cash and liquid assets on hand. Depending on prevailing market conditions, interest rate levels, regulatory capital requirements, and other factors at or around the time of closing, Independent may determine or be required to access the capital

markets, incur or assume additional indebtedness, issue other securities, or enter into other financing arrangements to fund the Cash Consideration or integration-related expenditures. Any such capital actions could increase Independent’s leverage and interest expense, reduce its net interest margin, adversely affect its regulatory capital ratios or liquidity position, dilute existing shareholders, or limit its strategic flexibility following the Merger. In addition, if market conditions deteriorate prior to closing, expected funding sources may become unavailable or more costly than anticipated. There can be no assurance that Independent will be able to fund the Cash Consideration on acceptable terms or that the combined company will maintain its current capital structure following the Merger.

Any dividends declared by the combined company following completion of the Merger will be at the discretion of Independent’s board of directors and will depend on a variety of factors, including Independent’s earnings, financial condition, regulatory capital and liquidity requirements, legal and contractual limitations, tax considerations, and other factors that the board of directors deems relevant. As a bank holding company, Independent’s ability to pay dividends is dependent in part on dividends received from its subsidiary bank, which are subject to regulatory and statutory limitations. Regulatory capital requirements applicable to Independent and its subsidiary bank, including requirements applicable if the combined company approaches or exceeds certain asset thresholds, may restrict the amount of dividends available for distribution to shareholders. HCB shareholders who depend on dividend income should be aware that there can be no assurance as to the amount, timing or continuation of dividends following the Merger. Independent may choose to reduce or eliminate its dividend in the future, regardless of its historical dividend practice.

The integration of HCB’s information technology systems, online and mobile banking platforms, core banking and ancillary systems, and customer data into Independent’s existing infrastructure is complex and involves significant operational, regulatory, and cybersecurity risks. These include, among others: service interruptions or degradation affecting customers and counterparties; transaction processing or settlement errors; failed, delayed or incomplete data conversions; system incompatibilities or failures; third-party vendor performance or availability issues; data loss, corruption or unauthorized access; and heightened exposure to cybersecurity threats during transition periods, including phishing, ransomware, account takeover, and business email compromise. System conversions may require extensive testing, parallel operations, and remediation that could strain management, personnel, and financial resources. Significant IT incidents or data breaches could result in reputational harm to the combined company, loss of customer relationships and revenue, regulatory scrutiny and enforcement actions, civil litigation, remediation costs, and notifications to regulators, customers and counterparties. In addition, increased scale and complexity of the combined company’s technology environment may attract greater cybersecurity threats on an ongoing basis.

Prior to completion of the Merger, Independent will have limited ability to conduct comprehensive due diligence on all aspects of HCB’s business, operations, assets, and liabilities, and HCB may have contingent or undisclosed liabilities that are unknown or not fully quantifiable as of the date hereof or as of the closing date. Such unknown or contingent liabilities could include: credit quality deterioration or loan losses in excess of established reserves; pending or threatened litigation, claims, or regulatory proceedings not disclosed or not yet initiated; tax liabilities, assessments, or elections not reflected in HCB’s financial statements; compliance deficiencies relating to applicable laws and regulations, including fair lending, BSA/AML, sanctions, consumer protection, and data privacy; employee benefits, compensation or labor matters; obligations under contracts, leases, or vendor arrangements; and environmental conditions or liabilities. To the extent these or other liabilities materialize, are greater than anticipated, or are not subject to indemnification or other remedies under the Merger Agreement, they could adversely affect the combined company’s business, financial condition, and results of operations following the Merger. The representations and warranties made by HCB in the Merger Agreement will not survive the closing of the Merger.

The combined company’s business and the value of Independent common stock may be adversely affected by a variety of economic, market, regulatory and geopolitical factors, many of which are beyond the combined company’s control. These include, among others: changes in market interest rates and the shape of the yield curve, which affect net

interest income, deposit costs, loan demand, and the value of investment and loan portfolios; increased competition for deposits and loans from banks, credit unions, fintech companies, and other financial institutions; deterioration in credit quality, including higher-than-expected credit losses and increases in nonperforming assets; inflationary pressures affecting operating costs, asset values, and customer behavior; market volatility in equity, debt, real estate, and commodity markets; labor market conditions, including wage inflation and talent availability; changes in federal and state banking laws, regulations, or supervisory standards or expectations, including changes arising from the current regulatory environment; supervisory or enforcement actions at either legacy institution; geopolitical instability, trade policy uncertainty, and macroeconomic shocks; and environmental, social, or climate-related risks. Any of these factors could adversely affect deposit gathering, loan origination and credit quality, net interest margin, fee income, regulatory capital levels, liquidity, and overall financial performance of the combined company, as well as the market price of Independent common stock.

Upon completion of the Merger, former HCB shareholders who receive shares of Independent common stock will become shareholders of Independent, and their rights as shareholders will be governed by Independent’s articles of incorporation and bylaws, the Michigan Business Corporation Act, and other applicable law, rather than by HCB’s organizational documents and applicable law. The rights of Independent shareholders differ in certain material respects from the rights of HCB shareholders, including with respect to voting rights, shareholder proposals, special meeting procedures, director election and removal, board composition and duties, amendments to governing documents, anti-takeover provisions, and other matters. Certain of these differences may be less favorable to former HCB shareholders than the provisions currently applicable to them as HCB shareholders. See “Comparison of Common Shareholder Rights” for a description of the material differences between the rights of HCB shareholders and Independent shareholders.

The issuance of Independent common stock in connection with the Merger and the application of purchase accounting, including fair-value marks on acquired loans and securities, the recognition of core deposit intangibles and goodwill, and other purchase-accounting adjustments, are expected to be dilutive to Independent’s tangible book value per share at closing. The period required to earn back such tangible book value dilution through future earnings – the “earn-back period” – may be longer than currently projected or may not be achieved at all. The earn-back period is sensitive to the level of cost savings and synergies realized, the magnitude of credit losses on acquired loans, integration and other non-recurring costs, the pace of core deposit intangible and other amortization, and general economic and market conditions. If these assumptions prove incorrect, tangible book value dilution may be more significant, the earn-back period may be extended, or earn-back may not occur, any of which could adversely affect the market price of Independent common stock and investor perceptions of the Merger.

The Merger will be accounted for using the acquisition method of accounting. Under this method, and in connection with Current Expected Credit Losses (“CECL”) accounting standards, the combined company will be required to establish credit marks and a day-one allowance for credit losses (“ACL”) on loans and other acquired financial assets of HCB as of the closing date. The credit marks and ACL established on acquisition will reflect assumptions regarding expected losses, prepayment speeds, economic forecasts, and other factors that are inherently uncertain and subject to change. If realized credit losses on acquired loans exceed those estimated at closing, the combined company may be required to record additional provision expense in subsequent periods, which would reduce post-closing earnings. In addition, the recognition of significant credit losses at closing through the application of purchase accounting could reduce the combined company’s regulatory capital ratios and its reported net interest margin in subsequent periods due to a higher allowance for credit losses reserve on loans and less accretion of purchase discounts into loan interest income. Unfavorable economic conditions, deterioration in collateral values, or borrower financial difficulties could exacerbate the adverse effects of purchase accounting on the combined company’s reported financial results.

Following the Merger, the combined company may undertake network optimization initiatives, including the consolidation or closure of branch locations, reduction in staffing, lease terminations or renegotiations, and other facilities-related actions. The costs associated with these initiatives, including real estate exit costs, lease termination penalties, decommissioning expenses, and severance, may be higher than currently estimated. Branch closures or reductions in physical service locations could prompt customer attrition, negative community reaction, and adverse publicity, and could draw heightened scrutiny from banking regulators who consider community reinvestment, access to financial services, and geographic service commitments in connection with supervisory oversight and future applications. In addition, regulatory guidelines and community expectations may limit the combined company’s ability to consolidate facilities on the anticipated timeline or at all, which could delay cost savings realization and increase integration costs.

To the extent HCB has sold or securitized mortgage loans, sold loan participations, or has arrangements involving the servicing of loans for third parties, the combined company may inherit repurchase, indemnification, make-whole or servicing-related obligations that have not been fully identified or reserved against prior to closing. Third parties, including purchasers of previously sold loans or participations, government-sponsored enterprises, and other counterparties, may assert repurchase demands, indemnification claims, or other obligations arising from representations and warranties made by HCB in connection with loan sales or servicing agreements. The occurrence of such demands or claims in excess of established reserves could adversely affect the combined company’s liquidity, financial condition, and results of operations.

The consummation of the Merger and certain related transactions may require the consent, approval, novation or non-objection of third parties, including counterparties to material contracts and vendor agreements, landlords under real property leases, municipal and public fund deposit customers, core processing and technology providers, and government or quasi-government entities. Some of these parties may have termination rights, renegotiation rights, or other rights triggered by a change of control or assignment. The failure to obtain required consents on acceptable terms, or the refusal by any such party to provide consent, could delay or prevent the closing of the Merger, limit the combined company’s ability to realize anticipated benefits, increase integration costs, or result in the loss of important business relationships, contracts, or funding sources. In addition, seeking and obtaining such consents could divert management time and create business uncertainties during the pendency of the Merger.

Following completion of the Merger, former HCB shareholders who receive shares of Independent common stock will be subject to Independent’s articles of incorporation, bylaws, and applicable Michigan corporate law, as well as federal and state banking regulations applicable to Independent as a bank holding company. These provisions include certain anti-takeover measures – such as advance notice requirements, director classification provisions, or other provisions – that may delay, deter or prevent a change of control of Independent, limit shareholders’ ability to replace the board of directors or management, or otherwise entrench existing management. These provisions, together with regulatory restrictions on acquisitions of control of bank holding companies, could reduce the market price of Independent common stock by discouraging premium acquisition offers or making it more difficult for shareholders to effect changes in Independent’s governance or strategy. Former HCB shareholders should review “Comparison of Common Shareholder Rights” and “Description of Capital Stock of Independent” for a description of the provisions applicable to Independent shareholders.

Depending on the pace of organic growth, strategic acquisitions, or other factors, the combined company may in the future approach or exceed asset thresholds that trigger additional regulatory requirements. For example, if the combined company’s total consolidated assets approach or exceed approximately $10 billion, it would become subject

to, among other things, caps on debit-card interchange fees under the Durbin Amendment to the Dodd-Frank Act, enhanced supervisory expectations regarding risk management, capital planning, and stress testing, and other heightened requirements. These additional requirements could significantly reduce non-interest income, increase compliance costs and infrastructure investments, and require changes to the combined company’s operating model. Even if the $10 billion threshold is not crossed in the near term, regulatory agencies may apply heightened expectations to institutions that are growing toward that threshold. In addition, other asset-based or activity-based regulatory thresholds may be triggered as the combined company grows, each of which could incrementally increase its regulatory burden.

A meaningful portion of the anticipated financial benefits of the Merger depends on assumptions regarding net interest margin improvement, deposit repricing, and funding cost reduction. These assumptions may not be realized if deposit competition is more intense than expected, if deposit betas are higher than projected, if deposit mix shifts unfavorably toward more expensive funding sources, or if wholesale or brokered funding costs increase. Changes in the interest rate environment – including rate levels, curve shape, and the pace of any rate changes by the Federal Open Market Committee – could also affect the combined company’s net interest margin and asset-liability management in ways not currently anticipated. In addition, if the combined company is unable to retain or grow core deposit balances at expected rates, it may be required to rely more heavily on wholesale or higher-cost funding, which could increase interest expense, reduce funding stability, and adversely affect profitability. There can be no assurance that projected net interest margin or funding synergies will be realized within the expected timeframe or at all.

The combined company’s investment securities portfolio may include available-for-sale (“AFS”) and held-to-maturity (“HTM”) securities as well as hedging instruments. Changes in market interest rates, credit spreads, or other market factors could result in unrealized losses on AFS securities and hedging positions, which are reflected in accumulated other comprehensive loss (“AOCL”) and can reduce regulatory capital ratios for institutions that include AOCL in regulatory capital. If the magnitude of these unrealized losses is significant, the combined company’s ability to maintain required regulatory capital levels, execute capital distributions, or pursue strategic initiatives could be constrained. In addition, if any AFS securities or hedging instruments need to be sold at a loss – whether to meet liquidity needs, repositioning objectives, or other requirements – such realized losses would directly reduce the combined company’s earnings and retained earnings. The combined company’s exposure to market and credit risk in its securities portfolio may increase as a result of integrating HCB’s existing portfolio.

Although the parties intend for the Merger to qualify as a “reorganization” within the meaning of Section 368(a) of the Code, which would generally allow HCB shareholders to receive shares of Independent common stock in the Merger on a tax-deferred basis with respect to any gain realized, certain components of the Merger Consideration will generally be taxable to HCB shareholders regardless of whether the Merger qualifies as such a reorganization. Specifically, HCB shareholders will generally recognize taxable gain (but not loss) to the extent of cash received in the transaction, including Cash Consideration of $17.51 per share and cash received in lieu of fractional shares of Independent common stock. In addition, the allocation of total Merger Consideration between the stock and cash components – including for purposes of calculating the shareholder’s tax basis in any Independent shares received – is subject to rules that may result in unexpected tax consequences. The U.S. federal income tax consequences of the Merger will depend on each HCB shareholder’s particular circumstances, including the shareholder’s tax basis in HCB shares, holding period, and whether the shareholder is subject to special tax rules. HCB shareholders are urged to consult their own tax advisors regarding the specific tax consequences of the Merger to them, including under applicable state, local, and non-U.S. tax laws. See “Material United States Federal Income Tax Consequences of the Merger.”

The combined company’s ability to achieve its strategic plans and financial objectives following the Merger will depend in significant part on its ability to retain key employees of both Independent and HCB, including senior

management, commercial bankers, credit officers, treasury management specialists, compliance and risk management professionals, technology personnel, and wealth management advisors. The announcement and pendency of the Merger may cause employee uncertainty and attrition, and Independent may be unable to retain key HCB employees through the integration period or attract qualified new employees on acceptable terms. Retention arrangements, including incentive bonuses or employment agreements, may not be sufficient to prevent key personnel from departing for competitors. Competition for experienced banking talent – particularly in specialized areas such as commercial real estate, business banking, treasury management, wealth management, credit administration, and regulatory compliance – is intense and could increase compensation expenses and integration costs significantly. The loss of key employees could impair the quality of service to customers, delay integration, harm customer relationships, increase operating costs, and adversely affect the combined company’s growth prospects and financial results.

Both Independent and HCB are subject to ongoing examination and supervision by their respective primary federal and state banking regulators. Adverse findings from current or future regulatory examinations – including matters requiring attention, matters requiring immediate attention, matters requiring board attention, formal or informal agreements, cease and desist orders, or other formal or informal supervisory actions – could delay or prevent the receipt of regulatory approvals required to complete the Merger, result in the imposition of additional conditions on such approvals, or require remedial measures that could be costly and time-consuming. Following the completion of the Merger, the combined company will continue to be subject to comprehensive regulatory examination and supervision. Any adverse supervisory findings at either legacy institution that come to light before or after closing, or any new compliance or risk management deficiencies identified during integration, could result in formal or informal supervisory actions, increased regulatory capital or liquidity requirements, restrictions on business activities or expansion, increased compliance investments, or other requirements that could adversely affect the combined company’s operations, growth plans, and financial performance.

You should read and consider the risk factors specific to Independent’s business that will also affect the combined company after completion of the Merger. Independent is subject to a wide variety of risks inherent in its banking operations, including credit risk, interest rate risk, market risk, liquidity risk, operational risk, compliance risk, and strategic risk, as well as risks relating to competition, regulation, cybersecurity, economic conditions, and management. These risks are described in the section entitled “Risk Factors” in Independent’s Annual Report on Form 10-K for the year ended December 31, 2025, as supplemented or updated in Independent’s subsequent filings with the SEC, each of which is incorporated by reference into this prospectus and proxy statement. Following completion of the Merger, the combined company will be subject to these risks in addition to the Merger-specific risks described above, and in some cases, those risks may be amplified by the larger size, greater complexity, and expanded geographic footprint of the combined company. See “Where You Can Find More Information”.

The HCB board of directors is sending you this prospectus and proxy statement and proxy to use at the special meeting. At the special meeting, the HCB board of directors will ask you to vote (1) to approve the HCB Merger Proposal and (2) if necessary or deemed advisable, to approve the Adjournment Proposal.

The special meeting will be held on June 17, 2026, at 1:00 p.m., local time, at HCB’s main office located at 150 West Court Street, Hastings, Michigan 49058, and via a virtual meeting, or at such other time, on such other date and at such other place to which the meeting may be adjourned.

You or your proxyholder will be able to attend, vote and submit questions at the special meeting in person, or virtually over the Internet via live webcast by visiting https://www.cstproxy.com/hcbfinancialcorp/2026 and using a control number assigned by Continental Stock Transfer & Trust Company, HCB’s transfer agent. Only HCB shareholders who own HCB common stock as of the close of business on the record date will be entitled to attend the special meeting.

To pre-register for the special meeting, please follow the below instructions as applicable to the nature of your ownership of HCB common stock. Pre-registration is recommended but not required to attend the special meeting and is available starting at 1:00 p.m., Eastern Time, on June 10, 2026 (five business days prior to the special meeting).

If your shares are registered in your name with HCB’s transfer agent and you wish to attend and participate in the virtual special meeting, go to https://www.cstproxy.com/hcbfinancialcorp/2026, enter the control number you received on your proxy card and click on the “Click here” to pre-register for the online meeting link at the top of the page. Just prior to the start of the special meeting, you will need to log back into the above website using your control number. If you do not have your control number, contact Continental Stock Transfer & Trust Company, HCB’s transfer agent, by telephone at 917-262-2373 or by e-mail at proxy@continentalstock.com.

HCB shareholders who hold their shares through a bank or broker, will need to contact HCB’s transfer agent to receive a control number. If you plan to vote at the special meeting you will need to have a legal proxy from your bank or broker, or if you would like to join and not vote, HCB’s transfer agent will issue you a guest control number with proof of ownership. Either way you must contact HCB’s transfer agent for specific instructions on how to receive the control number. Continental Stock Transfer & Trust Company, HCB’s transfer agent, can be contacted at 917-262-2373, or via email at proxy@continentalstock.com. Please allow up to 72 hours prior to the meeting for processing your control number.

If you do not have access to the Internet, you can listen only to the special meeting by dialing 1 800-450-7155 (toll-free) (or +1 857-999-9155 if you are located outside the United States and Canada (standard rates apply)) and when prompted enter the pin number 0135327#. Please note that you will not be able to vote or ask questions at the special meeting if you choose to participate telephonically.

HCB’s board of directors has unanimously determined that the Merger is advisable and fair to, and in the best interests of, HCB and HCB’s shareholders, adopted the Merger Agreement and authorized the Merger and the other transactions contemplated by the Merger Agreement, and unanimously recommends that HCB shareholders vote “FOR” approval of the Merger Agreement and “FOR” the Adjournment Proposal.

HCB’s board of directors has designated May 18, 2026, as the record date for determination of shareholders entitled to notice of and to vote at the special meeting. As of the record date, 1,000,000 shares of HCB common stock were issued and outstanding and held by approximately 143 record holders. HCB shareholders are entitled to one vote on each matter considered and voted on at the special meeting for each share of HCB common stock held of record at the close of business on the record date. If a holder of shares of HCB common stock as of the record date properly submits a proxy, the shares represented by that proxy will be voted at the special meeting and at any adjournment of that meeting. If a shareholder specifies a choice, the proxy will be voted in accordance with the shareholder’s specification. If no specification is made, your shares of HCB common stock represented by your proxy will be voted “FOR” approval of the Merger Agreement and “FOR” approval of the Adjournment Proposal.

HCB’s management currently is not aware of any other matter to be presented at the special meeting. If other matters are presented, the shares for which proxies have been received will be voted in accordance with the discretion of the persons named as proxies.

An HCB shareholder who has given a proxy may revoke it at any time before it is exercised at the special meeting. A proxy may be revoked by: (1) delivering a written notice of revocation to the President and Chief Executive Officer of HCB, Mark Kolanowski, 150 West Court St., Hastings, MI 49058, that is received before the special meeting begins; (2) submitting a later-dated proxy (by mail or via the Internet, as applicable) so that it is received before the special meeting begins; or (3) attending the special meeting and voting in person. Attendance at the special meeting alone will not, however, by itself revoke your proxy. If you have instructed a broker, bank, or other nominee to vote your shares, you must follow the directions you receive from your broker, bank, or other nominee to change your vote. Your last vote will be the vote that is counted.

The board of directors and management of HCB will initially solicit proxies by mail. If they deem it advisable, directors, officers, and employees of HCB may also solicit proxies in person, by telephone or by electronic means without additional compensation. HCB has engaged ICOM Advisors LLC (d/b/a InvestorCom) (“InvestorCom”) to assist in soliciting proxies from HCB shareholders. InvestorCom will solicit proxies by mail, telephone, email, and/or personal outreach and will request brokers, banks and other nominees to forward proxy materials to the beneficial owners of shares held of record by such nominees. Independent will bear the cost of InvestorCom’s fees and expenses as part of the solicitation expenses payable by Independent under the Merger Agreement. Independent expects to pay InvestorCom a base fee of $7,500.00, plus a per-call-fee of $5.00, plus reimbursement of reasonable out-of-pocket expenses, for its proxy solicitation services. In addition, nominees and other fiduciaries may solicit proxies. Such persons may, at the request of HCB’s management, mail material to or otherwise communicate with the beneficial owners of shares held by them.

Except for internal costs and fees of Independent and HCB, Independent will pay all expenses incurred in connection with the solicitation of proxies of HCB shareholders. Independent will pay all expenses incurred in connection with the printing and mailing of this prospectus and proxy statement and all filing costs associated with the registration statement and the applications for regulatory approval. Otherwise, Independent and HCB will each pay their own fees and expenses incident to preparing for, entering into, and carrying out the Merger Agreement and procuring necessary approvals, including fees and expenses of its own legal counsel and accountants and postage expenses.

The presence, in person or by proxy, of the holders of a majority of the votes entitled to be cast by the HCB shareholders at the special meeting is necessary to constitute a quorum. Abstentions will be counted as present and entitled to vote for purposes of determining a quorum.

The affirmative vote of the holders of a majority of the shares of HCB common stock outstanding as of the record date for the special meeting is required to approve the Merger Agreement. Because the required vote of HCB shareholders on the Merger Agreement is based upon the number of outstanding shares of HCB common stock entitled to vote rather than upon the number of shares actually voted, a failure to vote and abstentions will have the same practical effect as a vote against approval of the Merger Agreement. The affirmative vote of the holders of a majority of votes cast at the special meeting is necessary to approve the Adjournment Proposal. A failure to vote and abstentions will have no effect on this proposal. No approval by Independent shareholders is required.

As of the record date, HCB’s directors beneficially owned 46,894.50 shares of HCB common stock, or approximately 4.69% of the shares of HCB common stock entitled to vote at the special meeting. Each of HCB’s directors has entered into a voting agreement pursuant to which he or she has agreed, subject to certain exceptions, to vote (or cause to be voted) all of the shares beneficially owned by such director in favor of approval of the Merger Agreement.

The following discussion summarizes certain aspects of the Merger. This summary discussion does not purport to be a complete description of the Merger and is qualified in its entirety by reference to the Merger Agreement, which is attached as Appendix A to this prospectus and proxy statement and incorporated herein by reference into this prospectus and proxy statement.

The following is a chronology of the principal events leading to the execution of the merger agreement between HCB and Independent. This narrative is intended to provide shareholders with an understanding of the context of the board of directors’ deliberations and the process that resulted in the merger agreement.

HCB’s board of directors and management regularly evaluate and assess HCB’s strategy and opportunities to strengthen its business and achieve profitable growth and value for its shareholders through various strategic initiatives, alternatives, and transactions, giving consideration to the context of developments in the banking industry, including industry consolidation, the regulatory environment, technology advancements, enhanced competition, conditions in the markets that HCB serves, and other factors. HCB’s board of directors regularly reviews the company’s performance, risks, opportunities, stock valuation, capital needs, and strategy and discusses these matters at meetings.

When considering strategic alternatives from time to time, management and the board of directors examined the possibility of acquiring other institutions to gain additional profitability through scale. However, opportunities were limited due in large part to the existence of very few banks of a smaller, realistic size which were available for potential acquisition and in attractive markets.

Management and the board of directors also regularly considered the merits of maintaining an independence strategy versus the opportunity to pursue additional shareholder value through the sale of HCB. The independence strategy has been maintained for years due to, among other things, the strong financial performance of HCB and its prospects for generating additional shareholder value through organic growth.

Over the past several years, management and the board of directors assessed significant operating risk increases in the banking industry. Specifically, costs associated with increasing compliance and safety and soundness regulatory burdens, necessary technology enhancements, cybersecurity risks, and increasing competition were noted as challenges to a continued independence strategy. The board of directors also began to recognize and discuss that as the financial performance, market share, and reputation of HCB continued to grow, so too did the prospects and rationale for pursuing a potential sale of the company, including that combining with a larger company would increase scale, scope, strength, and diversity of operations, product lines, and delivery systems and enhance the ability to provide more comprehensive financial services and higher loan limits. All of these factors combined led the board of directors in recent years to consideration of whether the present independence strategy should be retained or modified to seek a strategic partnership through a potential sale of HCB.

Over the years, Mr. Kolanowski, who has served as HCB’s CEO since 2002, and Mr. Kessel, who has served as Independent’s CEO since 2013, have developed a professional relationship and from time to time would discuss the potential benefits to each organization of a combination of HCB and Independent. Over the course of the past year or more, the two CEOs began discussing a potential combination in more detail, including how each organization viewed its growth prospects as well as potential synergies of a combination. Mr. Kolanowski routinely kept the HCB board of directors apprised of these conversations.

At the request of Independent, HCB signed a mutual confidentiality agreement with Independent on August 19, 2025, to allow Independent to submit a formal indication of interest to HCB for Independent’s acquisition of HCB. Shortly after such confidentiality agreement was signed, on August 22, 2025, Independent submitted a confidential non-binding indication of interest to the board of directors of HCB, which offered to acquire HCB for 1.925 shares of Independent stock for each outstanding share of HCB (100% stock consideration), implying a value for HCB’s common stock of approximately $61.77 per share based on Independent’s then-current stock price. Independent worked with its long-time financial and legal advisors in formulating the indication of interest.

At its regularly scheduled meeting on August 25, 2025, the board of directors of HCB preliminarily discussed the indication of interest from Independent and agreed to hold a special board meeting on August 28 to discuss the offer in more detail. At HCB board meetings on August 28, September 14 and September 17, 2025, the HCB board of directors continued to review and discuss such indication of interest.

In September 2025, HCB advised Independent that the price offered in the indication of interest was insufficient. At Independent’s request, HCB provided Independent with additional financial information, including certain financial projections for HCB and more detailed information regarding HCB’s loan portfolio, for the purpose of Independent’s reconsideration of its offer.

On October 2, 2025, HCB engaged Hovde Group, LLC (“Hovde”) to assist it in evaluating a potential transaction with Independent. On October 15, 2025, Hovde gave a detailed presentation to the HCB board of directors, which addressed, among other things: pricing analysis, prior M&A transactions; stock analysis; indication of interest analysis; Independent analysis; and baseline financial projections analysis.

In late October, HCB formally engaged Dickinson Wright PLLC (“Dickinson”) with respect to the potential transaction with Independent.

On November 18, 2025, Independent submitted a revised non-binding indication of interest to HCB that increased the proposed exchange ratio to 2.025 shares of Independent common stock for each outstanding share of HCB common stock (100% stock consideration), implying a value for HCB’s common stock of approximately $62.92 per share based on Independent’s then-current stock price.

The board of directors of HCB met with Hovde and Dickinson on November 19, 2025, to review and discuss the revised indication of interest. During that meeting, Dickinson advised of the fiduciary and legal obligations applicable to directors when considering a merger or sale of HCB, including the need to conclude that the transaction would be in the best interests of the corporation and its shareholders, based on relevant factors, including: the fairness of the consideration to be received; the possible social and economic impact on HCB, its employees, and the customers and communities it serves; the business, financial condition, safety and soundness, and prospects of the offering party; the competence, experience, and integrity of the offering party and its management; and the intentions of the offering party regarding the operation of HCB after completion of the transaction.

The HCB board of directors discussed these factors and the updated offer from Independent at length and revisited its earlier discussions regarding the strategic direction for HCB and the best interests of the HCB shareholders. Following these discussions, the HCB board of directors authorized its management to advise Independent that the revised offer was still unacceptable, which was communicated to Independent on November 21, 2025.

Subsequently, Independent, with the assistance of its financial advisors, completed further analysis regarding its valuation of HCB and the pro forma impact on Independent of paying higher consideration for HCB. Based on this additional analysis, Independent decided to again increase its offer through an updated non-binding indication of interest it submitted to HCB on November 28, 2025. This updated indication of interest offered a combination of Independent common stock (1.590 shares) and cash ($17.51) for each outstanding share of HCB common stock, implying a value for HCB’s common stock of approximately $70.04 per share based on Independent’s then-current stock price. In transmitting this updated indication of interest to HCB, Independent described this updated indication of interest to HCB as a “full offer.”

Following receipt, HCB management, Hovde and Dickinson met on multiple occasions to discuss such updated non-binding indication of interest.

During the week of December 1, 2025, HCB verbally indicated to Independent that the price offered by Independent in the latest indication of interest was sufficient but there were other terms of the indication of interest HCB would like revised. Negotiations between the parties ensued, resulting in several revisions to Independent’s indication of interest that were favorable to HCB, including the inclusion of the “upset condition” described below that provided HCB shareholders with certain protections against a disproportionate decline in Independent’s stock price relative to a market index.

On December 4, 2025, the board of directors of HCB held a special meeting. A representative of Hovde and a representative of Dickinson attended the meeting. Hovde presented a detailed financial presentation, which addressed, among other things: a market update since the September 2025 board of directors meeting; precedent M&A transactions; an updated M&A valuation of HCB as of December 1, 2025, based on precedent M&A transactions; ability-to-pay analysis; and a summary of the discussions and negotiations with Independent. In addition, Hovde and Dickinson reviewed, in detail, the updated indication of interest submitted by Independent, which addressed, among other things: the terms and conditions outlined in the indication of interest, including consideration, price per share, implied transaction value, exchange ratio, and transaction structure; and information regarding Independent, including select income statement and balance sheet information, financial performance ratios, deposit and loan composition,

stock performance, summary historical M&A transactions, and institutional shareholder ownership. Dickinson advised of the fiduciary and legal obligations applicable to directors when considering a merger or sale of HCB. Management summarized the results of their discussions with Independent.

The board of directors of HCB engaged in an in-depth and detailed discussion on a range of topics, including, among other things: the perceived relative advantages and disadvantages of a sale to Independent, the exploration of potential other merger partners, and the possibility of remaining independent; the business and prospects of Independent and how HCB’s business would align; the perceived merits of HCB shareholders owning the common stock of Independent; the perceived market reaction to a merger transaction; and the value of the merger consideration proposed by Independent. After the discussion, the board of directors unanimously determined that Independent was an acceptable merger partner and that Independent’s final indication of interest was an acceptable proposal. The board of directors unanimously approved the final indication of interest and authorized management to proceed to negotiate a definitive merger agreement with Independent substantially on the basis set forth in that indication of interest. On December 17, 2025, Independent and HCB executed the non-binding indication of interest, which provided Independent with a 45-day exclusivity period during which HCB would not negotiate with other potential counterparties.

HCB did not conduct outreach to other potential counterparties and, other than Independent, did not receive any inbound proposals. The board determined that Independent was a credible partner to deliver a full and fair value offer while presenting the most compatible culture for HCB’s customers and employees.

Beginning on December 17, 2025, the parties proceeded to negotiate a definitive merger agreement. Multiple drafts of the merger agreement were exchanged between Dickinson and Varnum LLP (legal counsel to Independent) and several negotiating sessions occurred. Also, during this time period, each party completed due diligence and prepared, circulated, and finalized its disclosure letter listing certain supplements and exceptions to the representations and warranties and covenants contained in the merger agreement. In order to provide sufficient time for each party to complete its diligence investigation, the exclusivity period in the indication of interest signed December 17, 2025, was extended by letter agreement dated January 27, 2026, until February 24, 2026, and again by letter agreement dated February 19, 2026, until March 20, 2026.

On March 18, 2026, the board of directors of HCB held a regularly-scheduled meeting. A representative of Hovde and a representative of Dickinson attended the meeting. Dickinson advised that a proposed merger agreement had been successfully negotiated and would be presented for adoption by the board of directors at the meeting. Management, Hovde, and Dickinson reviewed the status and findings of reverse due diligence of Independent to date. Dickinson advised of the fiduciary and legal obligations applicable to directors when considering a merger or sale of HCB and provided its oral opinion that the merger would be in substantial compliance with all applicable laws. Dickinson provided a comprehensive review of the proposed merger agreement, including customary “fiduciary out” provisions in the event HCB were to receive a superior proposal.

Hovde presented its fairness opinion analysis. This analysis included, among other things, an overview of the sales process and timeline; a review of the fairness opinion process; a summary of the terms of the proposed merger, including the merger consideration; transaction metrics, including implied valuation multiples (it was noted that, based on the price per share of Independent common stock as of market close on March 17, 2026, the proposed merger represented a price to tangible book value (as of December 31, 2025) multiple of 149% and a price to earnings per share (based on December 31, 2025 LTM) multiple of 11.5x); a price sensitivity analysis; implied per share transaction value based on Independent’s common stock performance for the last 12 months; a dividend reinvestment analysis; pro forma metrics, including the earn-back period for dilution to Independent’s tangible book value; a contribution analysis; peer analyses; precedent M&A transactions; a net present value analysis; and financial and stock information about Independent. Hovde delivered its oral opinion that, as of March 18, 2026, and based upon and subject to the assumptions presented, the consideration to be paid by Independent in the merger was fair, from a financial point of view, to HCB.

The board of directors engaged in an in-depth and detailed discussion about the merger agreement and the fairness opinion analysis. Following the discussion, the board of directors unanimously determined that the merger would be in substantial compliance with all applicable laws and in the best interests of HCB and its shareholders, adopted the merger agreement, approved and authorized the merger and related transactions, and recommended that HCB shareholders approve the merger agreement. Following the meeting, HCB and Independent executed and delivered the merger agreement and respective disclosure letters.

On March 18, 2026, after the U.S. financial markets closed, HCB and Independent issued a joint press release announcing execution of the merger agreement and certain terms of the merger.

The HCB board of directors believes that partnering with Independent will maximize the long-term value of its shareholders' investment in HCB, and that the merger will provide the combined company with additional resources necessary to compete and expand more effectively.

In reaching a determination to adopt the merger agreement and approve the transactions contemplated thereby, including the merger, and recommend approval thereof by HCB’s shareholders, the HCB board of directors considered a number of factors, both positive and negative, and potential benefits and detriments of the merger to HCB and its shareholders. The HCB board of directors, in consultation with its advisor Hovde Group, LLC and its counsel Dickinson Wright PLLC, identified the following factors and benefits of the merger that, among others, the HCB board of directors believe generally support its determination and recommendation:

The HCB board of directors also identified and considered a variety of uncertainties and risks concerning the merger, including, but not limited to, the following:

The foregoing discussion of information and factors considered by the HCB board of directors is not intended to be exhaustive. In light of the variety of factors considered in connection with its evaluation of the merger agreement and the transactions contemplated thereby, the HCB board of directors did not find it practicable to, and did not, quantify or otherwise assign relative weights to the specific factors considered in reaching its determinations and recommendations. Moreover, each member of the HCB board of directors applied his or her own personal business judgment to the process and may have given different weight to different factors than other members gave to such factors.

Hovde Group, LLC (“Hovde”) was engaged by HCB to provide the board of directors of HCB with a fairness opinion with respect to the Merger. Hovde is a nationally recognized investment banking firm with substantial experience in transactions similar to the Merger. As part of its investment banking business, Hovde is continually engaged in the valuation of businesses and their securities in connection with, among other things, mergers and acquisitions. Hovde has experience in, and knowledge of, banks, thrifts and their respective holding companies and is familiar with HCB. The board of directors of HCB selected Hovde to provide a fairness opinion in connection with the Merger on the basis of the firm’s reputation and expertise in transactions such as the Merger.

Hovde reviewed the financial aspects of the proposed Merger with the board of directors of HCB and on March 18, 2026 delivered a written opinion to the board of directors of HCB that, subject to the review, assumptions and limitations set forth in the opinion, as of the date of execution of the Merger Agreement, the Merger Consideration is fair to the HCB shareholders from a financial point of view. In requesting Hovde’s advice and opinion, no limitations were imposed by HCB upon Hovde with respect to the investigations made or procedures followed by Hovde in rendering its opinion.

The full text of Hovde’s written opinion is included in this Proxy Statement-Prospectus as Appendix B and is incorporated herein by reference. You are urged to read the opinion in its entirety for a description of the procedures followed, assumptions made, matters considered and qualifications and limitations on the review undertaken by Hovde. The summary of Hovde’s opinion included in this Proxy Statement-Prospectus is qualified in its entirety by reference to the full text of such opinion.

For purposes of Hovde’s analysis and opinion as described herein, the term “Merger Agreement” shall refer to the execution version of the Merger Agreement provided to Hovde by HCB on March 17, 2026, and the term “Merger” shall refer to the result of the consummation of the transactions between HCB and Independent as set forth in the Merger Agreement. Capitalized terms used herein that are not otherwise defined shall have the same meanings attributed to them in the Merger Agreement.

Hovde’s opinion was directed to the board of directors of HCB and addresses only the fairness of the Merger Consideration to be received by shareholders of HCB in the Merger pursuant to the Merger Agreement. Hovde did not opine on any individual stock, cash, or other components of consideration payable in connection with the Merger. Hovde’s opinion did not constitute a recommendation to HCB as to whether or not HCB should enter into the Merger Agreement or to any shareholders of HCB as to how such shareholders should vote at any meetings of shareholders called to consider and vote upon the Merger. Hovde’s opinion does not address the underlying business decision of HCB to proceed with the Merger. Hovde’s opinion should not be construed as implying that the Merger Consideration is necessarily the highest or best price that could be obtained by HCB in an acquisition, merger, or combination transaction with Independent or any other financial institution. Hovde does not express any opinion as to the value of Independent common stock following the announcement of the proposed Merger, or the value of Independent common stock following the consummation of the Merger, or the prices at which shares of Independent common stock may be purchased or sold at any time. Other than as specifically set forth herein, Hovde is not expressing any opinion with respect to the terms and provisions of the Merger Agreement or the enforceability of any such terms or provisions. Hovde’s opinion is not a solvency opinion and does not in any way address the solvency or financial condition of HCB or Independent.

HCB engaged Hovde on October 2, 2025 to issue a fairness opinion to the board of directors of HCB in connection with the proposed Merger. Hovde’s fairness opinion was approved by Hovde’s fairness opinion committee. Pursuant to HCB’s engagement agreement with Hovde, Hovde received from HCB an initial non-refundable cash advisory fee of $10,000 and a non-refundable cash signing fee of $50,000 immediately upon the HCB’s execution of the Merger Agreement. Additionally, Hovde received a non-refundable cash fairness opinion fee of $50,000 upon the delivery of the fairness opinion to HCB. The initial advisory fee and the signing fee will be fully credited against the completion fee. Upon consummation of the Merger, Hovde will receive a cash completion fee equal to 1.00% of the aggregate purchase consideration paid to or received by HCB or its shareholders in conjunction with a Merger with Independent. Additionally, HCB has agreed to reimburse Hovde for certain of its reasonable out-of-pocket expenses and has agreed to indemnify Hovde and its affiliates for certain liabilities that may arise out of Hovde’s engagement.

Other than this present engagement, during the two years preceding the date of the opinion, Hovde has not provided any investment banking or financial advisory services to either HCB or Independent for which it received a fee. Hovde or its affiliates may presently or in the future seek or receive compensation from Independent in connection with future transactions, or in connection with potential advisory services and corporate transactions, although to Hovde’s knowledge, none are expected at this time. In the ordinary course of its business as a broker/dealer, Hovde may from time to time purchase securities from, and sell securities to, HCB or Independent or their affiliates, and as a market maker in securities, Hovde may from time to time have a long or short position in, and buy or sell, debt or equity securities of HCB or Independent for its own accounts and for the accounts of customers. Except for the foregoing, during the two years preceding the date of the opinion there have not been, and there currently are, no mutual understandings contemplating in the future any material relationships between Hovde and HCB.

In rendering its opinion, Hovde reviewed the terms of the proposed Merger as set forth in the Merger Agreement and performed a variety of financial analyses. With the knowledge and consent of HCB and for purposes of its analysis and opinion, Hovde assumed that (i) the Merger Agreement will not be terminated, (ii) there will be no adjustment to the Merger Consideration, (iii) all of the conditions to Closing set forth in the Merger Agreement will be satisfied, and (iv) the Merger will proceed and be consummated substantially in accordance with the terms of the Merger Agreement.

Based upon the terms of the Merger Agreement, HCB shareholders will receive 1.59 share of Independent for each share of HCB common stock plus $17.51 per share in cash. In the aggregate, HCB shareholders will receive 1,470,574 shares of Independent common stock and $21,513,152 in cash. Using the closing price of the Independent common stock as of March 16, 2026 of $33.52 per share, the resulting value of the Merger Consideration to the HCB shareholders is $70,807,000 or $70.81 per share of HCB common stock. Based upon the total value of the Merger Consideration of $70,807,000, Hovde calculated the following implied transaction metrics:

During the course of its engagement and for the purposes of its fairness opinion, Hovde:

Hovde assumed, without investigation, that there have been, and from the date of its opinion through the Closing there will be, no material changes in the financial condition and results of operations of HCB or Independent since the date of the latest financial information described above. Hovde further assumed, without independent verification, that

the representations and financial and other information included in the Merger Agreement and all other related documents and instruments that are referred to therein or otherwise provided to Hovde by HCB and Independent are true and complete. Hovde relied upon the managements of HCB and Independent as to the reasonableness and achievability of the financial forecasts, projections and other forward-looking information provided to Hovde by HCB and Independent, and Hovde assumed such forecasts, projections and other forward-looking information have been reasonably prepared by HCB and Independent on a basis reflecting the best currently available information and HCB’s and Independent’s managements’ judgments and estimates. Hovde assumed that such forecasts, projections and other forward-looking information would be realized in the amounts and at the times contemplated thereby, and Hovde does not assume any responsibility for the accuracy or reasonableness thereof. Hovde has been authorized by HCB to rely upon such forecasts, projections and other information and data, and Hovde expresses no view as to any such forecasts, projections or other forward-looking information or data, or the bases or assumptions on which they were prepared.

In performing its review, Hovde assumed and relied upon the accuracy and completeness of all the financial and other information that was available to Hovde from public sources that was provided to Hovde by HCB or Independent or their respective representatives or that was otherwise reviewed by Hovde for purposes of rendering its opinion. Hovde further relied on the assurances of the respective managements of HCB and Independent that they are not aware of any facts or circumstances that would make any of such information inaccurate or misleading. Hovde was not asked to undertake, and did not undertake, an independent verification of any of such information, and Hovde does not assume any responsibility or liability for the accuracy or completeness thereof. Hovde assumed that each party to the Merger Agreement would advise it promptly if any information previously provided to it became inaccurate or was required to be updated during the period of its review.

Hovde is not an expert in the evaluation of loan and lease portfolios for purposes of assessing the adequacy of the allowances for credit losses with respect thereto. Hovde assumed that such allowances for HCB and Independent are, in the aggregate, adequate to cover such losses and will be adequate on a pro forma basis for the combined entity. Hovde was not requested to make, and did not make, an independent evaluation, physical inspection or appraisal of the assets, properties, facilities, or liabilities (contingent or otherwise) of HCB or Independent, the collateral securing any such assets or liabilities, or the collectability of any such assets, and Hovde was not furnished with any such evaluations or appraisals, nor did it review any loan or credit files of HCB or Independent.

Hovde undertook no independent analysis of any pending or threatened litigation, regulatory action, possible unasserted claims, or other contingent liabilities to which HCB or Independent is a party or may be subject, and Hovde’s opinion makes no assumption concerning, and therefore does not consider, the possible assertion of claims, outcomes or damages arising out of any such matters. Hovde also assumed, with HCB’s consent, that neither HCB nor Independent is party to any material pending transaction, including without limitation any financing, recapitalization, acquisition or merger, divestiture or spin-off, other than the Merger contemplated by the Merger Agreement.

Hovde relied upon and assumed with the consent of HCB and without independent verification, that the Merger will be consummated substantially in accordance with the terms set forth in the Merger Agreement, without any waiver of material terms or conditions by HCB or Independent or any other party to the Merger Agreement and that the final Merger Agreement will not differ materially from the draft Hovde reviewed. Hovde assumed that the Merger will be consummated in compliance with all applicable laws and regulations. HCB has advised Hovde that they are not aware of any factors that would impede any necessary regulatory or governmental approval of the Merger. Hovde assumed that the necessary regulatory and governmental approvals as granted will not be subject to any conditions that would be unduly burdensome on HCB or Independent or would have a material adverse effect on the contemplated benefits of the Merger.

Hovde’s opinion does not consider, include or address: (i) the legal, tax, accounting, or regulatory consequences of the Merger on HCB or its shareholders; (ii) any advice or opinions provided by any other advisor to the board of directors of HCB; or (iii) any other strategic alternatives that might be available to HCB.

Hovde’s opinion was based solely upon the information available to Hovde and described above, and the economic and market conditions and other circumstances as they existed as of the date thereof. Events occurring and information that becomes available after the date thereof could materially affect the assumptions and analyses used in preparing Hovde’s opinion. Hovde has not undertaken to update, revise, reaffirm or withdraw its opinion or to otherwise comment upon events occurring or information that becomes available after the date thereof.

In arriving at its opinion, Hovde did not attribute any particular weight to any single analysis or factor considered by it, but rather made qualitative judgments as to the significance and relevance of each analysis and factor. Accordingly, Hovde believes that its analyses must be considered as a whole and that selecting portions of its analyses, without considering all analyses, would create an incomplete view of the process underlying its opinion.

The following is a summary of the material analyses prepared by Hovde and delivered to the board of directors of HCB on March 18, 2026, in connection with the delivery of its opinion. This summary is not a complete description of all the analyses underlying the opinion or the presentation prepared by Hovde, but it summarizes the material analyses performed and presented in connection with such opinion. The preparation of an opinion is a complex analytical process involving various determinations as to the most appropriate and relevant methods of financial analysis and the application of those methods to the particular circumstances of the contemplated Merger. The financial analyses summarized below include information presented in tabular format.

The analyses and the summary of the analyses must be considered as a whole and selecting portions of the analyses and factors or focusing on the information presented below in tabular format, without considering all analyses and factors or the full narrative description of the financial analyses, including the methodologies and assumptions underlying the analyses, could create a misleading or incomplete view of the process underlying the analyses and opinion of Hovde. The tables below alone are not a complete description of the financial analyses performed by Hovde.

Market Approach: Precedent Merger and Acquisition Transactions. As part of its analysis, Hovde reviewed publicly available information related to two comparable groups (a “Regional Group” and a “National Group”) of select bank merger and acquisition transactions based on data obtained from S&P Global Market Intelligence as of March 16, 2026. The Regional Group consisted of select pending or completed transactions in the Midwest Region including Illinois, Indiana, Iowa, Kansas, Kentucky, Michigan, Minnesota, Missouri, Nebraska, North Dakota, Ohio, South Dakota, and Wisconsin announced since January 1, 2024, in which the target reported total assets between $100 million and $1.25 billion, a last twelve-month return on average assets greater than 0.50%, and complete pricing information was available. The National Group consisted of select pending or completed transactions in the United States announced since January 1, 2025, in which the target reported total assets between $250 million and $1.0 billion, a last twelve-month ROAA between 0% and 1.50%, and complete pricing information was available. Information for the target institutions was based on balance sheet data as of, and income statement data for, the twelve months preceding the most recent quarter prior to the transactions’ announcement as determined by S&P Global Market Intelligence. The resulting two groups consisted of the following precedent transactions (11 transactions for the Regional Group and 18 transactions for the National Group):

For each precedent transactions group, Hovde compared the implied ratio of the total merger value to certain financial metrics of the Merger as follows:

The results of the analysis are set forth in the table below. Transaction multiples for the Merger were based upon the assumed Aggregate Consideration from the Merger of $70.8 million and were based on December 31, 2025 financial results for HCB.

Using publicly available information, Hovde compared the financial performance of HCB with that of the median of the targets from the precedent bank merger and acquisition transactions from each of the Regional and National Groups. The performance highlights are based on December 31, 2025 financial results of HCB.

No transaction used as a comparison in the above transaction analyses is identical to HCB and no transaction was consummated on terms identical to the terms of the Merger Agreement. Accordingly, an analysis of these results is not strictly mathematical. Rather, it involves complex considerations and judgments concerning differences in financial and operating characteristics of the companies. The resulting values of the precedent transactions Regional Group using the median values for the three valuation metrics set forth above indicated an implied total valuation ranging between $72.2 million and $81.7 million, with a three-factor implied total valuation average of $76.0 million compared to the assumed Aggregate Consideration from the Merger of $70.8 million. The resulting values of the precedent transactions National Group using the median values for the three valuation metrics set forth above indicated an implied total valuation ranging between $59.8 million and $62.7 million, with a three-factor implied total valuation average of $61.2 million compared to the assumed Aggregate Consideration from the Merger of $70.8 million.

Income Approach: Discounted Cash Flow (“DCF”) Analysis. HCB’s management approved the financial forecasts for HCB over a forward-looking, five-year period which formed the basis for the discounted cash flow analyses. Hovde’s analysis assumed stand-alone balance sheet growth of 6% per year through December 31, 2030. The projected HCB stand-alone stated net income amounts used for the analysis were $4.5 million for the LTM periods ending December 31, 2026, $5.4 million for the LTM period ending December 31, 2027, $6.1 million for the LTM period ending December 31, 2028, $6.6 million for the LTM period ending December 31, 2029, and $6.9 million for the LTM period ending December 31, 2030. In determining future cash flows, Hovde assumed that HCB would retain a sufficient portion of earnings to maintain a tangible equity to assets ratio of 9.00%.

For purposes of its discounted cash flow analysis, Hovde compared the National Group to HCB at the end of the five-year period of the projections. To determine present values of HCB based on these projections, Hovde utilized two discounted cash flow models, each of which capitalized terminal values using different multiples: (1) Terminal Price/LTM Earnings Multiple (“DCF Terminal P/E Multiple”); and (2) Terminal Price/Common Tangible Book Value Multiple (“DCF Terminal P/TBV Multiple”).

In the DCF Terminal P/E Multiple analysis, an estimated value range of HCB common stock was derived by adding (i) the present value of the implied future excess cash flows through December 31, 2030; and (ii) the present value of HCB’s implied terminal value at the end of such period based upon the projected net income. HCB’s projected stand-alone stated net income for the LTM period ending December 31, 2030 of $6.9 million served as the basis of the terminal value in the DCF. Hovde calculated a terminal value by applying a five-point range of price-to-earnings multiples of 12.1x to 14.7x. This range is based on the median price-to-earnings multiple derived from transactions in the National Group of 13.4x. The present value of HCB’s projected terminal value and excess cash flows were then calculated assuming a range of discount rates between 12.00% and 14.00%. This range of discount rates was chosen to reflect different assumptions regarding the required rates of return of holders or prospective holders of HCB common stock. The range of discount rates utilized the buildup method to determine such required rates of return and was based upon the risk-free interest rate, an equity risk premium, and an industry risk premium as set forth in the Kroll Cost of Capital Navigator as of March 16, 2026, along with a specific risk premium based on Hovde’s professional experience and judgement. This resulted in a discount rate of 13.00% which was used as the midpoint of the five-point range of discount rates of 12.00% to 14.00%. Utilizing the five-point range of discount rates set forth above, the implied total value of the HCB’s common stock ranges from $47.8 million to $62.7 million, with a midpoint value of $54.9 million based on the midpoint of the selected P/E multiple range and the midpoint of the selected discount rate range, as compared to the assumed aggregate merger consideration of $70.8 million.

In the DCF Terminal P/TBV Multiple analysis, an estimated value range of HCB common stock was derived by adding (i) the present value of the implied future excess cash flows through December 31, 2030; and (ii) the present value of HCB’s implied terminal value at the end of such period based upon the projected tangible common equity excluding Accumulated Other Comprehensive Income (“AOCI”). HCB’s projected tangible common equity excluding AOCI amount for the period ended December 31, 2030 of $71.0 million served as the basis of the terminal value in the DCF. Hovde applied a five-point range of price-to-common tangible book value multiples of 119% to 145% utilizing as a midpoint of the range the median price-to-common tangible book value multiple derived from precedent transactions in the National Group of 132%. The present value of the projected terminal value and excess cash flows were then calculated, assuming the range of discount rates between 12.00% and 14.00% discounted over the same periods as was applied in the DCF Terminal P/E Multiple analysis set forth above. The resulting implied total values of HCB common stock based on the DCF Terminal P/TBV Multiple analysis is equal to between $48.2 million and $63.2 million with a midpoint of $55.4 million compared to the assumed Aggregate Consideration from the Merger of $70.8 million.

These DCF analyses and their underlying assumptions yielded a range of implied multiple values for HCB’s common stock which are outlined in the table below:

Hovde noted that while the discounted cash flow present value analysis is a widely used valuation methodology, it relies on numerous assumptions, including asset and earnings growth rates, required tangible common equity, terminal values, and discount rates. Hovde’s analysis does not purport to be indicative of the actual values or expected total values of HCB common stock.

The table below summarizes the analyses performed under the Market Approach and the Income Approach described above.

Independent’s Performance and Market Trading Data versus Peers. Hovde compared selected results of Independent’s operating performance to that of thirteen select publicly traded banks headquartered in Michigan, Ohio, or Indiana with total assets between $3.0 billion and $10.0 billion, a last twelve-month ROAA greater than 0%, and traded on the NASDAQ or New York Stock Exchange. The resulting group consisted of thirteen companies as follows:

Hovde noted the following selected metrics:

This comparison indicated that Independent was below the median of the peer group in terms of PTPP and ROAA, while its ROAE was above the 75^th percentile of the peer. Independent’s tangible common equity to tangible assets ratio was below the median of the peer.

The following presents a summary of the market trading data of Independent compared to this same peer group as of March 16, 2026:

Independent traded above the median of the peer group as measured by price to tangible book and price to LTM core EPS. Independent’s dividend yield was below the median of the peer. Independent’s monthly volume as a percent of shares outstanding was above the median of the peer.

Relative Contribution Analysis. Hovde analyzed the relative stand-alone contribution of Independent and HCB to various pro forma balance sheet and income statement items. This analysis did not include purchase accounting adjustments or cost savings. To perform this analysis, Hovde used historical and projected stand-alone balance sheet and income statement data for Independent and HCB. The results of Hovde’s analysis are presented in the following table, which also compares the results of Hovde’s analysis with the implied pro forma ownership percentages of Independent’s and HCB’s shareholders in the combined HCB based on the 1.590 Exchange Ratio provided in the Merger Agreement:

Pro Forma Dividends Per Share to HCB Shareholders. Based on the 1.59 Exchange Ratio and Independent’s current dividend per share of $1.04, the pro forma equivalent dividends to HCB shareholders would be $1.65 per current HCB share, representing an increase of 18% from HCB’s dividends per share of $1.40.

Pro Forma Merger Analysis. Hovde analyzed the potential pro forma effect of the Merger to Independent’s stand-alone performance metrics. Assumptions were made regarding the fair value accounting adjustments, cost savings, and other acquisition adjustments based on discussions with management of HCB, Independent, and their representatives. Based on 30% cash consideration and 70% common stock consideration, the pro forma merger analysis indicated that the Merger is expected to be dilutive to Independent’s tangible book value per share at closing and recovered in approximately 3.4 years. The Merger is expected to be 6% accretive to Independent’s Year 1 earnings per share.

Conclusion. Based upon the foregoing analyses and other investigations and assumptions as set forth in its opinion letter, without giving specific weightings to any one factor, analysis or comparison, Hovde determined that, as of the

date of its opinion, subject to the matters, assumptions and limitations set forth in the opinion letter and pursuant to the terms of the Merger Agreement, as of the date of signing of the Merger Agreement, the Merger Consideration is fair to the HCB shareholders from a financial point of view. The full text of the Hovde opinion is included in this proxy statement as Appendix B.

Cautionary Note. The prospective financial information included in this section summarizing Hovde’s opinion has been provided by Independent’s and HCB’s respective senior management as described in this section. Neither Crowe LLP (Independent's independent auditor) nor Plante & Moran, PLLC (HCB’s independent auditor), nor any other independent registered public accounting firm or independent auditor, has audited, reviewed, examined, compiled or applied agreed-upon procedures with respect to the accompanying prospective financial information. Accordingly, neither Crowe LLP nor Plante & Moran PLLC expresses an opinion or any other form of assurance with respect thereto or its achievability and assumes no responsibility for the prospective financial information and disclaims any association with the prospective financial information. The report by Crowe LLP incorporated by reference in this prospectus and proxy statement relates to Independent’s December 31, 2025, and 2024 issued financial statements. The report by Crowe LLP does not extend to the prospective financial information and should not be read to do so.

Independent’s board of directors has unanimously determined that the merger is in the best interests of Independent and Independent’s shareholders and has adopted the merger agreement and authorized the merger and the other transactions contemplated by the merger agreement. In considering the adoption of the merger agreement, the board of directors of Independent reviewed the financial results and conditions of Independent and HCB, the perceived prospects for each in the future, and the business philosophies of Independent and HCB.

Independent’s primary strategy for expansion is to pursue organic growth, but it is also interested in the potential of growing through acquisition as desired opportunities arise. Independent’s board of directors views the acquisition of HCB as an attractive opportunity for Independent to expand its business in the west and central Michigan markets.

The Independent board of directors, in reaching its decision to approve the merger agreement, consulted with Independent’s senior management, as well as its financial and legal advisors, and considered a number of factors weighing in favor of the merger, including the following:

Strategic Fit and Enhanced Scale in Attractive Markets. The Independent board considered the strategic benefits of the merger with HCB, a high-quality community bank with approximately $600 million in assets, which the board believes will bolster Independent’s existing geographic footprint between Grand Rapids and Lansing in central Michigan. The merger enhances Independent’s presence across several attractive Michigan markets, including Barry County, where HCB holds a first-place market ranking with approximately $476 million in deposits, as well as Calhoun County, Allegan County, Kent County, and Ottawa County. The board believes the combination fortifies Independent’s scale in these markets and positions the combined organization for continued growth in markets with favorable demographic and economic characteristics, including projected household income growth ranging from approximately 6.4% to 12.0% during the 2026 to 2031 period.

Support for Independent’s “Out-Local” Strategy. The Independent board considered that, following the merger, HCB’s local bankers will continue to serve Highpoint Community Bank’s long-standing clients with an enhanced product suite and broader lending capabilities, consistent with Independent’s strategic commitment to delivering locally focused banking services that compete effectively against larger institutions.

Low-Cost Funding Base and Excess Liquidity. The Independent board considered the value of HCB’s attractive deposit franchise, including Highpoint Community Bank’s deposit cost of 1.50%, which has consistently remained below Michigan peer averages across multiple cycles. The board also noted HCB’s low loan-to-deposit ratio of 67%, which the board believes provides significant flexibility to deploy excess liquidity through Independent’s strong loan pipeline and to further scale relationships across the combined footprint. HCB’s total deposits of approximately $532 million, with a meaningful proportion consisting of non-interest-bearing deposits, further enhance the combined organization’s funding profile.

Shared Cultural and Credit Philosophies. The Independent board considered the strong cultural alignment between Independent and HCB, noting that both organizations operate under a high-touch model that prioritizes local relationships and a commitment to sound credit quality. The board further considered that both organizations share

entrepreneurial cultures that empower local teams with the autonomy to drive client engagement while maintaining accountability. The board believes the shared values, culture, leadership, and strategic familiarity between the two organizations will facilitate a successful integration and a smooth transition for customers and employees.

Attractive Financial Returns. The Independent board considered the expected financial impact of the merger, including projected earnings per share accretion of approximately 6% in 2027, with an estimated pro forma earnings per share of $3.87 compared to Independent’s standalone earnings per share of $3.65, representing accretion of approximately $0.22 per share. While the merger is expected to result in tangible book value per share dilution of approximately 4.3%, or $1.04 per share, the board considered that the tangible book value per share earnback period using the crossover method is approximately 3.4 years, which the board views as a digestible level of dilution relative to the strategic and financial benefits of the transaction.

Strong Pro Forma Capital Position. The Independent board considered the combined organization’s projected capital ratios at closing, including an estimated CET1 ratio of approximately 11.5% and a total risk-based capital ratio of approximately 13.5%, which the board believes position the combined organization with strong capital levels to support continued growth and shareholder returns.

Credit Quality. The Independent board considered HCB’s strong credit quality profile, including nonperforming assets to total assets of 0.03%, zero net chargeoffs over the trailing five-year period, and cumulative net chargeoffs since 2015 of just 0.33% compared to a Michigan peer average of 0.87%. The board noted that HCB has maintained a clean credit profile across multiple economic cycles, which the board views as indicative of disciplined underwriting and sound risk management practices.

Low Integration Risk. The Independent board considered the relatively low integration risk presented by the merger, given HCB’s manageable asset size, the shared operating philosophies between the two organizations, and the mutual familiarity between their respective management teams. The board also considered Independent’s successful and prudent track record of completing prior acquisitions, which the board believes reduces execution risk. Additionally, the board considered the proximity of HCB’s operations to Independent’s existing footprint, making this a “backyard” transaction that further mitigates integration and operational risks.

Thorough Due Diligence. The Independent board considered that Independent management, together with its advisors, conducted a comprehensive due diligence review of HCB, including a detailed examination of its loan and deposit portfolios, key personnel, and financial outlook. The board also noted the estimated cost savings equal to 40.0% of HCB’s noninterest expense, with 50% phased in during 2026 and 100% phased in by 2027, which the board views as reasonable and achievable. The board further considered that, while revenue synergies were identified, they were not included in the financial projections, providing the board with additional comfort as to the conservatism of the financial assumptions underlying the transaction.

Transaction Structure and Terms. The Independent board considered the terms of the definitive merger agreement, including the aggregate transaction value of approximately $71.3 million, the fixed exchange ratio of 1.590 Independent shares plus $17.51 in cash for each HCB share outstanding, and the implied consideration mix of approximately 75% stock and 25% cash. The board considered the implied valuation multiples, including a price to December 31, 2025 tangible book value per share of 150% and a pay-to-trade ratio of 102%, as well as a price to 2025 GAAP earnings per share of 11.7x and a price to 2027 estimated GAAP earnings per share plus fully phased-in synergies of 6.7x, and determined that the transaction consideration was fair and reasonable.

The Independent board also considered potential risks and uncertainties associated with the merger, including the possibility that the anticipated benefits may not be realized within the expected time period or at all, the risk that integration may be more costly or difficult than expected, and other risks and uncertainties described under “Risk Factors” and “Forward-Looking Statements” elsewhere in this prospectus and proxy statement.

After careful consideration of the foregoing factors and such other factors as each member of the Independent Board deemed relevant, the Independent board unanimously determined that the merger agreement and the transactions contemplated thereby are in the best interests of Independent and its shareholders. The board of directors of Independent did not assign any particular weight to any one of the foregoing factors.

In accordance with current accounting guidance, the Merger will be accounted for using the acquisition method. The result is that the recorded assets and liabilities of Independent will be carried forward at their recorded amounts, the historical operating results will be unchanged for the prior periods being reported on, and the assets and liabilities of

HCB will be adjusted to fair value at the date of the Merger. In addition, all identified intangibles will be recorded at fair value and included as part of the net assets acquired. To the extent that the purchase price consideration, which is measured at the date of the effective time of the Merger and consists of the shares of Independent common stock to be issued to HCB shareholders and Cash Consideration, exceeds the fair value of the net assets, including identifiable intangibles of HCB at the effective time of the Merger, that amount will be reported as goodwill. In accordance with current accounting guidance, goodwill will not be amortized but will be evaluated for impairment annually or more often if necessary. Identified intangibles will be amortized over their estimated useful lives. Further, the acquisition method results in the operating results of HCB being included in the consolidated financial results of Independent beginning from the effective time of the Merger.

The following is a summary of the material anticipated United States federal income tax consequences generally applicable to a U.S. Holder (as defined below) of HCB common stock with respect to the exchange of HCB common stock for Independent common stock and Cash Consideration pursuant to the Merger. This discussion assumes that U.S. Holders hold their HCB common stock as capital assets within the meaning of Section 1221 of the Code. This summary is based on the Code, regulations issued by the IRS (“Treasury Regulations”), judicial decisions, and administrative pronouncements, each as in effect as of the date of this prospectus and proxy statement. All of the foregoing are subject to change at any time, possibly with retroactive effect, and all are subject to differing interpretation. No advance ruling has been sought or obtained from the IRS regarding the United States federal income tax consequences of the Merger. As a result, no assurance can be given that the IRS would not assert, or that a court would not sustain, a position contrary to any of the tax consequences set forth below.

This summary does not address any tax consequences arising under United States federal tax laws other than United States federal income tax laws, nor does it address the laws of any state, local, foreign, or other taxing jurisdiction, nor does it address any aspect of income tax that may be applicable to non-U.S. Holders of HCB common stock. In addition, this summary does not address all aspects of United States federal income taxation that may apply to U.S. Holders of HCB common stock in light of their particular circumstances or U.S. Holders that are subject to special rules under the Code, such as holders of HCB common stock that are partnerships or other pass-through entities (and persons holding their HCB common stock through a partnership or other pass-through entity), persons who acquired shares of HCB common stock as a result of the exercise of employee stock options or otherwise as compensation or through a tax-qualified retirement plan, persons subject to the alternative minimum tax, tax-exempt organizations, financial institutions, broker-dealers, traders in securities that have elected to apply a mark-to-market method of accounting, insurance companies, persons having a “functional currency” other than the U.S. dollar, and persons holding their HCB common stock as part of a straddle, hedging, constructive sale, or conversion transaction.

For purposes of this summary, a “U.S. Holder” is a beneficial owner of HCB common stock that is for United States federal income tax purposes:

If a partnership (including an entity treated as a partnership for United States federal income tax purposes) holds HCB common stock, the tax treatment of a partner in the partnership will generally depend on the status of such partner and the activities of the partnership.

Independent and HCB have structured the Merger to qualify as a reorganization within the meaning of Section 368(a) of the Code. The obligations of Independent and HCB to consummate the Merger are conditioned upon the receipt of an opinion from Dickinson Wright PLLC for its client, HCB, and an opinion from Varnum LLP for its client, Independent, to the effect that the Merger will for United States federal income tax purposes qualify as a

“reorganization” under Section 368(a) of the Code, based upon customary qualifications and assumptions, and representations and covenants made by Independent and HCB. If any of these assumptions or representations are or become inaccurate in any way, or any of the covenants are not complied with, the conclusions reached in the opinions could be adversely affected and the U.S. federal income tax consequences of the Merger could be materially different from those described in this prospectus and proxy statement.

The following discussion assumes that the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Code.

With respect to the Merger, each of HCB and Independent will be considered a “party to a reorganization” within the meaning of Section 368(b) of the Code, and neither HCB nor Independent will recognize any gain or loss for United States federal income tax purposes as a result of the Merger.

U.S. Holders of HCB common stock will receive both Independent common stock and Cash Consideration in exchange for their HCB common stock in the Merger. In the exchange, a U.S. Holder will generally recognize gain (but not loss) equal to the lesser of (i) the amount of cash received in the Merger (other than cash received in lieu of a fractional share of Independent common stock) or (ii) the excess, if any, of the amount of cash (other than cash received in lieu of a fractional share of Independent common stock) and the fair market value of Independent common stock received over the U.S. Holder’s adjusted tax basis in its HCB common stock. Such gain will generally be capital gain. Any cash received in lieu of a fractional share will be treated as discussed below under “Cash in Lieu of Fractional Shares.” A U.S. Holder should generally consult its tax advisor regarding the manner in which gain or loss should be determined, including, but not limited to, the specific manner in which recognized gain should be determined if such U.S. Holder can designate specific consideration to particular shares of its HCB common stock exchanged under the terms of the Merger that are determined to be economically reasonable.

The basis of a share of Independent common stock received in the Merger will generally be equal to the basis of the HCB common stock exchanged in the Merger (less any tax basis attributable to cash received in lieu of a fractional share in Independent common stock), decreased by cash received in the Merger (other than cash received in lieu of a fractional share of Independent common stock) and increased by the amount of any gain recognized in the Merger (excluding any gain recognized as a result of cash received in lieu of a fractional share). The holding period for the shares of Independent common stock that a U.S. Holder receives in the Merger (including any fractional share deemed received and redeemed for cash as described below) will include the holding period for the shares of HCB common stock that the U.S. Holder exchanges in the Merger. A U.S. Holder should consult its tax advisor regarding the manner in which the basis of Independent common stock received in the Merger is determined, including, but not limited to, the following circumstances: (i) the U.S. Holder acquired different blocks of HCB common stock at different times or different prices, (ii) the U.S. Holder can designate specific consideration to particular shares of its HCB common stock exchanged under the terms of the Merger that are determined to be economically reasonable or (iii) the U.S. Holder desires to make potentially permissible designations of specific basis to specific shares of the Independent common stock received (on or before the date on which the basis of a share of Independent common stock received becomes relevant).

A U.S. Holder who receives cash in lieu of fractional shares of Independent common stock will generally be treated as having received such fractional share of Independent common stock pursuant to the Merger and then as having sold that fractional share of Independent common stock for cash in a redemption by Independent. As a result, except to the extent that the cash received is treated as a dividend as discussed below, such U.S. Holder will generally recognize gain or loss equal to the difference between the amount of cash received in lieu of a fractional share and the U.S. Holder’s basis in the fractional share of Independent common stock determined as described above. Any resultant gain or loss generally will be capital in nature.

In some cases, if a U.S. Holder of HCB common stock actually or constructively owns shares of Independent common stock (other than the Independent common stock received as consideration in connection with the Merger), any cash merger consideration (including cash in lieu of a fractional share of Independent common stock) received by such U.S. Holder could be treated as being received as a distribution under the tests set forth in Section 302 of the Code

(including as a result of the application of Section 304 of the Code). In such a case, such U.S. Holder may have dividend income up to the amount of cash received by it in the Merger, depending on the current or accumulated “earnings and profits” of Independent. Because the possibility of dividend treatment depends primarily upon each holder’s particular circumstances, including the application of certain constructive ownership rules, all holders of HCB common stock should consult their tax advisors regarding the application of the foregoing rules to them in their particular circumstance.

Payments of cash to a holder of HCB common stock may, under certain circumstances, be subject to information reporting and backup withholding at a rate of 24% of the cash payable to the holder, unless the holder provides proof of an applicable exemption or furnishes his, her, or its taxpayer identification number, and otherwise complies with all applicable requirements of the backup withholding rules. Any amounts withheld from payments to a holder under the backup withholding rules are not additional tax and will be allowed as a refund or credit against the holder’s United States federal income tax liability, provided the required information is furnished to the IRS.

The preceding discussion is intended only as a summary of material United States federal income tax consequences of the Merger. It is not a complete analysis or discussion of all potential tax effects that may be important to an HCB shareholder. Independent and HCB have not requested and do not intend to request any ruling from the IRS. You are urged to consult your own tax advisor as to the specific tax consequences resulting from the Merger, including tax return reporting requirements, the applicability and effect of federal, state, local and other applicable tax laws, and the effect of any proposed changes in the tax laws.

Under the MBCA, dissenters’ rights (also referred to as appraisal rights) generally allow shareholders who object to certain extraordinary corporate transactions, such as mergers, to demand that the corporation pay the “fair value” of their shares as determined by judicial appraisal proceedings, in lieu of receiving the merger consideration. However, the MBCA does not provide dissenters’ rights to shareholders in all circumstances. Under Section 762 of the MBCA, dissenters’ rights are generally not available where shareholders receive, as merger consideration, a combination of cash and shares of stock that are listed on a national securities exchange (such as Nasdaq) or held of record by more than 2,000 shareholders.

In this Merger, HCB shareholders will receive, as Merger Consideration, a combination of cash and shares of Independent common stock, which is listed on The Nasdaq Global Select Market. Because the Merger Consideration consists of cash and Nasdaq-listed shares, HCB shareholders are not entitled to assert dissenters’ rights under the MBCA in connection with the Merger.

In addition, HCB’s articles of incorporation do not confer any dissenters’ rights upon HCB shareholders beyond those available under the MBCA.

Because HCB shareholders are not entitled to dissenters’ rights in connection with the Merger, no action is required or permitted by HCB shareholders to preserve or assert such rights.

The following describes certain aspects of the Merger, including certain provisions of the Merger Agreement. The following description of the Merger Agreement is not complete and is subject to, and qualified in its entirety by reference to, the Merger Agreement, which is attached to this prospectus and proxy statement as Appendix A and is incorporated herein by reference. We urge you to carefully read the Merger Agreement in its entirety, as it is the legal document governing this Merger.

At the effective time of the Merger, HCB will be merged with and into Independent, with Independent as the surviving corporation. The separate existence of HCB will terminate and HCB common stock will be cancelled and converted into the right to receive the Merger Consideration. The articles of incorporation and bylaws of Independent as in effect immediately before the effective time of the Merger will be the articles of incorporation and bylaws of the combined organization immediately after the effective time of the Merger. The officers and directors of Independent serving immediately before the effective time of the Merger will be the officers and directors of the combined organization immediately after the effective time of the Merger, but after the effective time of the Merger, Independent will cause one director of HCB, determined by HCB but subject to the reasonable approval of Independent, to be added to the board of directors of Independent and the board of directors of Independent Bank.

Following completion of the Merger, Independent intends to consolidate Highpoint with and into Independent Bank, with Independent Bank as the surviving bank. Assuming the Merger is completed, Independent currently expects to consolidate Highpoint Community Bank with and into Independent Bank in the fourth quarter of 2026, at the same time it is able to convert Highpoint Community Bank’s data processing systems to those of Independent. Until that time, each of Highpoint Community Bank and Independent Bank will be operated as separate, wholly-owned subsidiaries of Independent.

At Independent’s election, the Merger may alternatively be structured so that HCB is merged with and into any other direct or indirect wholly-owned subsidiary of Independent, or any direct or indirect wholly-owned subsidiary of Independent is merged with and into HCB; provided, that no such change would (a) alter or change the amount or kind of the Merger Consideration or the treatment of the holders of HCB common stock, (b) prevent the parties from obtaining certain tax opinions, (c) materially impede or delay consummation of the transactions contemplated by the Merger Agreement, or (d) require submission to or approval of the HCB shareholders after the HCB shareholder approval has been obtained.

If the Merger Agreement is approved and the Merger is subsequently completed, each issued and outstanding share of HCB common stock will be converted into the right to receive (a) $17.51 in cash (the “Cash Consideration”), plus (b) 1.5900 shares of Independent common stock (the “Exchange Ratio”), plus cash in lieu of any fractional share (collectively, the “Merger Consideration”). Any HCB shareholder who would otherwise be entitled to receive a fractional share of Independent common stock pursuant to the Merger will instead receive an amount of cash determined by multiplying that fraction by the Final Purchaser Price (defined below).

The Merger Consideration is subject to the following adjustments:

The amount and nature of the Merger Consideration was established through arm’s-length negotiations between Independent and HCB and their respective advisors and reflects the balancing of a number of countervailing factors. The total amount of the Merger Consideration reflects a price both parties concluded was appropriate.

We cannot assure you that the current market value of Independent common stock or HCB common stock will be equivalent to the market value of Independent common stock or HCB common stock on the effective date of the Merger.

As of the effective time of the Merger, holders of HCB common stock outstanding immediately before the effective time of the Merger will cease to be shareholders of HCB and will have no rights as HCB shareholders other than the right to receive the Merger Consideration in accordance with the Merger Agreement.

The conversion of HCB common stock into the right to receive the Merger Consideration will occur automatically upon completion of the Merger. Within five (5) business days after completion of the Merger, Independent will cause its exchange agent to mail to each holder of record of shares of HCB common stock a form of letter of transmittal and instructions for use in effecting the surrender of certificates or book-entry shares in exchange for the Merger Consideration. Upon surrender of certificates or book-entry shares, together with a duly completed and validly executed letter of transmittal, each holder will be entitled to receive (a) book-entry shares representing the number of whole shares of Independent common stock to which such holder is entitled, (b) cash representing the aggregate amount of cash to which such holder is entitled, (c) cash in lieu of any fractional share, and (d) any dividends or distributions payable pursuant to the Merger Agreement. Independent will mail or cause to be mailed a statement of ownership and a check for payment of the cash owing within ten (10) business days after each such surrender.

The closing of the Merger will take place electronically on a date to be agreed upon by HCB and Independent following satisfaction or waiver of the last of the conditions to closing (other than any conditions that by their nature are to be satisfied at the closing). Upon completion of the closing, HCB and Independent will each promptly execute and file a Certificate of Merger as required by the Michigan Business Corporation Act to effect the Merger. The effective time of the Merger will be the date and time stated in the Certificate of Merger, or as otherwise provided by the Michigan Business Corporation Act.

No dividends or other distributions with respect to Independent common stock with a record date on or after the date of the effective time of the Merger will be paid to the holder of any unsurrendered HCB certificate or book-entry share until the holder has surrendered such certificate or book-entry share in accordance with the Merger Agreement. When such certificates have been duly surrendered, Independent will pay such holder any unpaid dividends or other distributions, without interest.

The Merger Agreement contains customary representations and warranties of Independent and HCB relating to their respective businesses. In particular, the Merger Agreement contains representations and warranties of Independent, on the one hand, and HCB, on the other hand, to each other, as to, among other things: