Farmers & Merchants Bancorp (FMCB) EVP surrenders 496 shares for taxes
Rhea-AI Filing Summary
Farmers & Merchants Bancorp executive J. Ryan Misasi, EVP and Retail Banking Division Manager, surrendered 496 shares of common stock on August 4, 2026 at $1,385 per share as a tax-withholding disposition. The shares were delivered to the issuer to satisfy tax withholding obligations tied to the accelerated vesting and settlement of Restricted Stock Awards originally granted on February 3, 2025, which had a final vesting date of February 3, 2027 and were fully accelerated on August 4, 2026 with Personnel Committee approval. After this transaction, Misasi holds 812 shares directly, plus 60 shares indirectly held by a spouse and 3,585 shares indirectly held in a family trust, with a prior transfer of 650 shares from direct to indirect ownership not changing overall beneficial ownership.
Positive
- None.
Negative
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Insider Trade Summary
Net Seller: 496 shares
Net Sell
3 txns
Insider
Misasi J. Ryan
Role
EVP, Retail Banking Div. Mgr.
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tax Withholding | Common Stock F1, F2 | 496 | $1,385.00 | $687K |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock F3 | -- | -- | -- |
Holdings After Transaction:
Common Stock — 812 shares (Direct);
Common Stock — 60 shares (Indirect, Held by Spouse);
Common Stock — 3,585 shares (Indirect, Held in family trust)
Footnotes (3)
- F1. 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 accelerated vesting and settlement of Restricted Stock Awards originally granted on February 3, 2025, with a final vesting date of February 3, 2027. The acceleration in full on August 4, 2026 was approved by the Issuer's Personnel Committee.
- F2. Reflects market closing price on 8/3/2026.
- F3. Since prior report 650 shares were moved from direct to indirect, Reporting Persons ownership did not change due to this transfer.
Key Figures
Shares surrendered for tax withholding: 496 shares
Price per share for surrendered stock: $1,385 per share
Direct holdings after transaction: 812 shares
+4 more
7 metrics
Shares surrendered for tax withholding
496 shares
Common Stock surrendered on 2026-08-04 as a tax-withholding disposition
Price per share for surrendered stock
$1,385 per share
Reflects market closing price on 8/3/2026 for the 496 surrendered shares
Direct holdings after transaction
812 shares
Direct Common Stock ownership reported following the 2026-08-04 disposition
Indirect holdings via spouse
60 shares
Common Stock held indirectly, noted as Held by Spouse
Indirect holdings via family trust
3,585 shares
Common Stock held indirectly in a family trust after prior transfer of 650 shares
Original Restricted Stock Awards grant date
February 3, 2025
Grant date of Restricted Stock Awards tied to the tax-withholding disposition
Final vesting date of Restricted Stock Awards
February 3, 2027
Final vesting date for RSAs that were fully accelerated on August 4, 2026
Key Terms
Restricted Stock Awards, tax withholding obligations, family trust
3 terms
Restricted Stock Awards financial
"upon the release of accelerated vesting and settlement of Restricted Stock Awards"
Restricted stock awards are company shares given to employees or executives that cannot be sold or transferred until certain conditions — like staying with the company for a set time or meeting performance targets — are met, like a gift that is locked in a safe until rules are satisfied. Investors care because these awards tie management’s pay to company performance, can increase the number of shares outstanding when they become tradable (dilution), and may signal expected future selling pressure or commitment to long-term growth.
tax withholding obligations financial
"for the satisfaction of Reporting Person's tax withholding obligations upon the release"
family trust financial
"nature_of_ownership: Held in family trust"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transaction did FMCB executive J. Ryan Misasi report?
J. Ryan Misasi reported a tax-withholding disposition of 496 shares of Farmers & Merchants Bancorp common stock on August 4, 2026, surrendering shares to the issuer to cover tax obligations on accelerated Restricted Stock Awards.
Did Misasi’s overall FMCB ownership change due to transfers to a family trust?
A footnote states that 650 shares were moved from direct to indirect ownership in a family trust since the prior report, and that Misasi’s overall ownership did not change due to this transfer.
Was Misasi’s FMCB transaction under a Rule 10b5-1 trading plan?
The report indicates the Rule 10b5-1 checkbox is not affirmed, and the key transaction is characterized as a payment of tax liability by delivering or withholding securities, rather than a discretionary open-market trade.