Middlefield Banc Insider Filing Shows Routine 853-Share RSU Vesting
Rhea-AI Filing Summary
Middlefield Banc Corp. (MBCN) — Form 4 filed 08/07/2025
EVP-Chief Banking Officer Michael L. Cheravitch reported restricted-stock vesting on 08/06/2025. A total of 853 common shares vested at an implied $27.11. Of these, 248 shares were automatically withheld for taxes (code “F”), resulting in a net addition of 605 directly held shares. Following the transaction, Cheravitch directly owns 605 common shares.
The filing also discloses outstanding equity incentives:
- 2,630 RSUs vesting ratably through 01/14/2028
- 1,708 RSUs vesting ratably through 09/06/2027
- 2,300 RSUs cliff-vesting on 12/31/2025 with a $30 exercise/settlement price
Total unvested derivative holdings equal 6,638 shares, aligning the executive’s future compensation with shareholder value. No open-market purchases or sales occurred; the activity is strictly plan-based vesting and tax withholding. The filing is routine and does not signal a change in corporate outlook.
Positive
- None.
Negative
- None.
Insights
TL;DR: Routine RSU vesting; executive keeps 605 shares, no open-market activity, minimal market impact.
The transaction is a standard one-year cliff vest of RSUs granted in 2024. Only statutory tax withholding reduced the gross share count. Because the shares were not sold on the open market, there is no direct supply pressure on MBCN stock. The cumulative unvested 6,638-share pool—about 0.11 % of shares outstanding—keeps management incentives aligned but is immaterial to dilution. Overall, I view the filing as neutral for valuation and liquidity.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 853 | $27.11 | $23K |
| Tax Withholding | Common Stock | 248 | $27.11 | $7K |
| holding | Conditional Stock Award | -- | -- | -- |
| holding | Conditional Stock Award | -- | -- | -- |
| holding | Conditional Stock Award | -- | -- | -- |
Footnotes (1)
- The acquisition represents the vesting of restricted stock granted to the reporting person on August 6, 2024. The shares vested on the first anniversary of the grant date. The award represents a grant of restricted stock which vests ratably over a three-year period provided that Mr. Cheravitch remains continuously employed by Middlefield as of each vesting date. Until the award vests, the award confers no right to vote, no right to dividends, and no other shareholder rights to the recipient. The vesting details may be found on a Form 8-K filed January 17, 2025. Each restricted stock unit represents the right to receive, at settlement, one share of common stock. The award represents a grant of restricted stock which vests ratably over a three-year period provided that Mr. Cheravitch remains continuously employed by Middlefield as of each vesting date. Until the award vests, the award confers no right to vote, no right to dividends, and no other shareholder rights to the recipient. The vesting details may be found on a Form 8-K filed September 4, 2024. The award represents a grant of restricted stock which vests on December 31, 2025, if the executive's service continues through that date. Until the award vests, the award confers no right to vote, no right to dividends, and no other shareholder rights to the recipient.
