Middlefield Banc (MBCN) CEO Zimmerly details stock awards and ownership
Rhea-AI Filing Summary
Middlefield Banc Corp. insider equity awards and holdings update
Ronald L. Zimmerly, Jr., who serves as both a director and Chief Executive Officer of Middlefield Banc Corp. (MBCN), reported several equity-related transactions dated 12/17/2025. In Table I, he acquired 4,653 shares of common stock at $37 per share in one transaction and 10,161 shares of common stock at $37 per share in another, both labeled as acquisitions linked to amended award agreements. He also had 4,126 shares disposed of at $37 per share in a transaction coded "F," typically associated with tax withholding. Following these transactions, he beneficially owned 53,330.283 shares of common stock directly and 8,786 shares indirectly held in an IRA. In Table II, he held derivative positions in conditional stock awards covering 4,520 shares of common stock expiring 08/30/2027 and 6,864 shares expiring 01/14/2028, both directly owned.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 4,653 | $37.00 | $172K |
| Grant/Award | Common Stock | 10,161 | $37.00 | $376K |
| Tax Withholding | Common Stock | 4,126 | $37.00 | $153K |
| holding | Conditional Stock Award | -- | -- | -- |
| holding | Conditional Stock Award | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Amendment of conditional stock award agreement resulting in acceleration of restricted stock grants. The details of the accelerated restricted stock grants may be found in a Form 8-K filed December 12, 2025. Amendment of performance share unit award agreement resulting in acceleration of performance share unit grants. The details of the accelerated performance share unit grants may be found in a Form 8-K filed December 12, 2025. Includes shares acquired under MBCN Dividend Reinvestment Plan The award represents a grant of restricted stock which vests ratably over a three-year period provided that Mr. Zimmerly 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 details of the vesting conditions may be found in a Form 8K filing dated September 4, 2024. The award represents a grant of restricted stock which vests ratably over a three-year period provided that Mr. Zimmerly 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 details of the vesting conditions may be found in a Form 8K filing dated January 17, 2025. Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
FAQ
What insider transaction did MBCN CEO Ronald Zimmerly report on this Form 4?
Ronald L. Zimmerly, Jr. reported equity-related transactions in Middlefield Banc Corp. common stock on 12/17/2025, including acquisitions and a share disposition tied to award agreements.
What does the "F" transaction code mean in Ronald Zimmerly’s MBCN Form 4?
The Form 4 shows an "F" code for a transaction in which 4,126 shares of common stock were disposed of at $37 per share, which typically reflects shares withheld to cover taxes in connection with equity awards.
What derivative or conditional stock awards does the MBCN CEO hold?
He held conditional stock awards covering 4,520 shares of common stock with an expiration date of 08/30/2027 and 6,864 shares with an expiration date of 01/14/2028, both directly owned.
What do the explanations in the MBCN Form 4 say about the stock awards?
The explanations state that amendments to conditional stock and performance share unit award agreements resulted in acceleration of grants, and that the restricted stock awards vest ratably over three years, provided Mr. Zimmerly remains continuously employed as of each vesting date.