STOCK TITAN

Farmers & Merchants Bancorp (FMCB) EVP uses stock to cover tax bill

(Moderate)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Farmers & Merchants Bancorp EVP and Chief Credit Officer John W. Weubbe surrendered 209 shares of common stock on August 4, 2026 to the issuer to satisfy tax withholding obligations arising from accelerated vesting and settlement of Restricted Stock Awards originally granted on February 3, 2025 and scheduled to vest fully on February 3, 2027. The surrendered shares were valued at $1,385 per share, reflecting the August 3, 2026 market closing price. After this tax-withholding disposition, he holds 421 shares directly and 625 shares indirectly in a family trust.

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Insider Weubbe John W
Role EVP, Chief Credit Officer
Type Security Shares Price Value
Tax Withholding Common Stock F1, F2 209 $1,385.00 $289K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 421 shares (Direct); Common Stock — 625 shares (Indirect, Held in family trust)
Footnotes (2)
  1. 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.
  2. F2. Reflects market closing price on 8/3/2026.
Shares surrendered for tax withholding 209 shares Common stock surrendered on August 4, 2026 to satisfy tax withholding obligations
Valuation price per surrendered share $1,385 per share Reflects market closing price on August 3, 2026 used for tax-withholding calculation
Direct holdings after transaction 421 shares Direct ownership of Farmers & Merchants Bancorp common stock following tax-withholding disposition
Indirect holdings in family trust 625 shares Common stock held indirectly in a family trust after the reported transaction
Original grant date of RSAs February 3, 2025 Grant date of Restricted Stock Awards whose accelerated vesting triggered tax withholding
Scheduled final vesting date of RSAs February 3, 2027 Original final vesting date of the Restricted Stock Awards before full acceleration
Acceleration approval date August 4, 2026 Date on which the Personnel Committee approved full acceleration of RSAs
Restricted Stock Awards financial
"upon the release of accelerated vesting and settlement of Restricted Stock Awards originally granted"
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
"surrendered to Issuer for the satisfaction of Reporting Person's tax withholding obligations"
accelerated vesting financial
"upon the release of accelerated vesting and settlement of Restricted Stock Awards"
family trust financial
"total_shares_following_transaction": "625.0000" ... "nature_of_ownership": "Held in family trust""
Personnel Committee financial
"The acceleration in full on August 4, 2026 was approved by the Issuer's Personnel Committee."

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FAQ

What insider transaction did FMCB executive John W. Weubbe report on this Form 4?

John W. Weubbe reported surrendering 209 shares of Farmers & Merchants Bancorp common stock to the issuer on August 4, 2026 to satisfy tax withholding obligations tied to accelerated vesting and settlement of Restricted Stock Awards granted on February 3, 2025.

At what price were the surrendered FMCB shares valued in John W. Weubbe’s Form 4?

The 209 surrendered shares were valued at $1,385 per share, which the filing states reflects the market closing price on August 3, 2026. This price was used to determine the value of shares applied to Weubbe’s tax withholding obligations.

How many FMCB shares does John W. Weubbe hold after the reported Form 4 transaction?

After the tax-withholding disposition, John W. Weubbe holds 421 shares directly of Farmers & Merchants Bancorp common stock and an additional 625 shares indirectly, held in a family trust, as disclosed in the Form 4 holdings information.

What triggered the tax-withholding share surrender reported for FMCB executive John W. Weubbe?

The surrender of 209 shares was triggered by the release of accelerated vesting and settlement of Restricted Stock Awards that were originally granted on February 3, 2025 and had a final vesting date of February 3, 2027, accelerated in full on August 4, 2026.

Who approved the accelerated vesting of FMCB Restricted Stock Awards for John W. Weubbe?

The Form 4 states that the Issuer's Personnel Committee approved the acceleration in full on August 4, 2026 of the Restricted Stock Awards held by John W. Weubbe, which led to the associated tax-withholding share surrender.

Was John W. Weubbe’s FMCB Form 4 transaction made under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not marked as affirmatively relying on a plan, indicating the reported tax-withholding disposition of 209 shares was not disclosed as executed under a Rule 10b5-1 trading plan.
SEC Form 4
FORM 4UNITED 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*
Weubbe John W

(Last)(First)(Middle)
121 W PINE STREET

(Street)
LODI CALIFORNIA 95240

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
FARMERS & MERCHANTS BANCORP [ FMCB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Chief Credit Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/04/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/04/2026F209(1)D$1,385(2)421D
Common Stock625IHeld 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 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.
2. Reflects market closing price on 8/3/2026.
Remarks:
Weubbe John W08/05/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)