Farmers & Merchants (FMAO) Insider: 1,767 Shares Withheld to Cover Taxes

Rhea-AI Filing Summary

FMAO director and President & CEO Lars B. Eller reported a non-derivative transaction on 08/23/2025 where 1,767 shares were disposed at an average price of $26.75 per share. The filing shows 29,749 shares remained beneficially owned by Mr. Eller after the sale. The explanation states the company repurchased 1,767 shares to satisfy federal, state and local taxes on 4,000 vested shares issued under the companys Long Term Incentive Plan in August 2025.

This Form 4 is a single-person filing executed by an attorney-in-fact and documents a routine tax-withholding share repurchase following stock award vesting; the filing does not disclose any additional transactions or changes in ownership form.

Insights

Corporate Governance Expert

TL;DR: Routine tax-withholding share repurchase after vesting; not a strategic sale signal.

The report documents a common practice where the issuer repurchases shares from an insider to satisfy tax withholding obligations tied to equity award vesting. The 1,767-share disposition at $26.75 per share covered taxes on 4,000 vested shares. This mechanism reduces the insiders outstanding share count only to the extent of shares withheld and does not indicate voluntary market disposition or a change in control. From a governance perspective, the filing is transparent and includes the required signature by an attorney-in-fact.

Securities Analyst

TL;DR: Transaction is administrative; impact on ownership is limited and fully disclosed.

The Form 4 shows post-transaction beneficial ownership of 29,749 shares for the reporting person. The transaction type is labeled as a company repurchase to cover tax withholding on equity awards vesting in August 2025. There is no evidence in this filing of open-market selling by the insider, additional option exercises, or derivative transactions. Material impact on share supply or insider intent is minimal based on the disclosed facts.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Eller Lars B

(Last) (First) (Middle)

100 COUNTRY CLUB RD

(Street)

BRYAN OH 43506

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FARMERS & MERCHANTS BANCORP INC [ FMAO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/23/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/23/2025		F		1,767(1)	D	$26.75	29,749	D

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

Explanation of Responses:

1. 1767 shares were repurchased by the "Company" to cover taxation. The "Company" calculated taxes owed - federal, state, and local on 4,000 shares that were vested on August 2025 as a result of stock awards issued pursuant to the Company's Long Term Incentive Plan.

	/s/Melinda L. Gies// Attorney in Fact	09/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did FMAO insider Lars B. Eller report on Form 4?

The filing reports a disposition of 1,767 shares at $26.75 per share on 08/23/2025, leaving 29,749 shares beneficially owned.

Why were 1,767 shares disposed according to the Form 4?

The company repurchased 1,767 shares to cover federal, state and local taxes on 4,000 shares that vested under the Long Term Incentive Plan in August 2025.

Does the Form 4 show any open-market sales by the insider?

No. The transaction is described as a company repurchase to satisfy tax withholding on vested awards; the filing does not indicate voluntary open-market selling.

How many shares did the reporting person own after the transaction?

The reporting person beneficially owned 29,749 shares following the reported transaction.

Who signed the Form 4 and when?

The Form 4 was signed by Melinda L. Gies as Attorney in Fact on 09/03/2025.