Farmers & Merchants (FMCB) EVP covers taxes with share surrender

Rhea-AI Filing Summary

Farmers & Merchants Bancorp executive handles tax withholding with shares

Executive Vice President Misasi J. Ryan surrendered 464 shares of Farmers & Merchants Bancorp common stock to the company on 02/04/2026 to satisfy tax withholding due on the release of 1,114 restricted shares. The surrender price used was the market closing price of $1,160 per share on 02/03/2026.

After this transaction, Ryan directly held 1,958 common shares, with an additional 60 shares held indirectly by a spouse and 2,935 shares held indirectly in a family trust.

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
Estimated average burden
hours per response:			0.5

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^*

Misasi J. Ryan

(Last) (First) (Middle)

111 W. PINE ST.

(Street)

LODI CA 95240

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
02/04/2026

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	02/04/2026		F		464(1)	D	$1,160(2)	1,958	D
Common Stock								60	I	Held by Spouse
Common Stock								2,935	I	Held in family trust

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. Represents the number of shares of Issuer's common stock that Reporting Person surrendered to Issuer for the satisfaction of Reporting Person's tax withholding obligations upon the release of 1,114 shares of restricted stock on 2/4/26.

2. Reflects market closing price on 2/3/2026.

Remarks:

	Misasi J. Ryan	02/04/2026
	** 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 insider transaction did FMCB Executive Vice President Misasi J. Ryan report?

Misasi J. Ryan reported surrendering 464 shares of Farmers & Merchants Bancorp common stock to the company on 02/04/2026 to cover tax withholding from the release of 1,114 restricted shares. This was a tax-related share surrender, not an open-market sale.

At what price were the FMCB shares surrendered by Misasi J. Ryan valued?

The 464 surrendered shares of Farmers & Merchants Bancorp common stock were valued at $1,160 per share. This price reflects the market closing price on 02/03/2026, which the company used to calculate the value applied to satisfy the tax withholding obligation.

How many FMCB shares does Misasi J. Ryan own after the reported transaction?

After the transaction, Misasi J. Ryan directly owns 1,958 Farmers & Merchants Bancorp common shares. In addition, 60 shares are held indirectly by a spouse and 2,935 shares are held indirectly in a family trust, reflecting combined direct and indirect beneficial holdings.

Was the FMCB Form 4 transaction an open-market sale by the executive?

No, the Form 4 shows a share surrender to the issuer, not an open-market sale. The 464 shares were given back to Farmers & Merchants Bancorp specifically to satisfy tax withholding obligations tied to the vesting of 1,114 restricted stock shares on 02/04/2026.

What triggered the tax withholding share surrender reported by FMCBs Executive Vice President?

The tax withholding event was triggered by the release of 1,114 restricted shares of Farmers & Merchants Bancorp common stock on 02/04/2026. To cover the associated tax obligation, Misasi J. Ryan surrendered 464 shares back to the issuer instead of paying the taxes in cash.