Welcome to our dedicated page for Middlefield Banc SEC filings (Ticker: MBCN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Middlefield Banc Corp. (NASDAQ: MBCN) SEC filings page on Stock Titan brings together the company’s regulatory disclosures from the U.S. Securities and Exchange Commission, with AI-powered tools to help interpret key documents. Middlefield Banc Corp. is a Middlefield, Ohio-based bank holding company for The Middlefield Banking Company, and its filings provide detailed information on its commercial banking operations, financial performance, capital actions, and corporate transactions.
Investors can review current reports on Form 8-K, which Middlefield uses to report material events such as quarterly cash dividend declarations, financial results releases, investor presentations, executive compensation decisions, and the signing of significant agreements. For example, 8-K filings dated May 12, 2025, August 11, 2025, and November 17, 2025 describe Board-approved quarterly cash dividends of $0.21 per common share, while other 8-Ks furnish press releases on six-month and nine-month 2025 financial results and provide access to investor presentation materials.
A notable 8-K filed on October 27, 2025 outlines the Agreement and Plan of Merger between Middlefield Banc Corp. and Farmers National Banc Corp., including the exchange ratio, conditions to closing, and related voting agreements. Another 8-K filed on October 22, 2025 furnishes the joint press release and investor presentation describing the planned all-stock merger and the combined organization’s expected scale and branch network. These filings are central for understanding the proposed transaction and its implications for MBCN shareholders.
Additional 8-K filings, such as the December 12, 2025 report, detail executive compensation and equity award actions, including bonuses and accelerated vesting of restricted stock and performance share units, with related exhibit forms. Together with Middlefield’s Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q (referenced in the 8-Ks), these documents provide a comprehensive view of the company’s financial condition, risk factors, and governance.
On Stock Titan, AI-generated summaries highlight the most important points from lengthy filings, helping users quickly understand dividend decisions, merger terms, capital and liquidity disclosures, and changes in executive compensation. Real-time updates from EDGAR ensure that new Middlefield Banc Corp. filings, including 10-Ks, 10-Qs, and Forms 4 reporting insider transactions when available, are accessible with concise explanations of what they mean for investors.
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.
Middlefield Banc Corp. (MBCN) – Form 4 filing dated 08/07/2025
Executive Vice President & Chief Human Resources Officer Sarah A. Winters reported routine equity compensation activity on 08/06/2025. She received 853 common shares upon the one-year vesting of a restricted-stock grant originally issued 08/06/2024 at an indicated price of $27.11 per share (approx. $23k market value). To satisfy associated tax obligations, 248 shares were automatically withheld (transaction code “F”), leaving her direct ownership at 605 newly vested shares.
The filing also discloses two outstanding time-based restricted-stock awards listed in Table II: 2,828 shares scheduled to vest through 01/14/2028 and 1,708 shares vesting through 09/06/2027. Each unit converts 1-for-1 into common stock upon vesting and currently carries no voting or dividend rights.
No open-market purchases or sales were reported and total insider ownership change is immaterial relative to MBCN’s share count. The activity appears to be standard compensation administration rather than a signal of insider sentiment.
Middlefield Banc Corp. (MBCN) – Form 4 filing dated 08/07/2025. EVP-Chief Strategy Officer Thomas M. Wilson reported routine equity-compensation activity on 08/06/2025. A restricted-stock tranche vested, delivering 853 common shares at $27.11 (code “A”). To cover tax withholding, 261 shares were withheld (code “F”), resulting in a net direct increase of 592 shares.
After the transactions Mr. Wilson directly owns 7,877 common shares; he also has 12,498 shares held indirectly in an IRA. Derivative holdings consist of three unvested restricted-stock awards totaling 5,714 RSUs with scheduled vesting dates in 2026-2028. No open-market purchases or discretionary sales were reported, and pricing matched the day’s closing price, indicating non-market activity.
The filing signals continued insider equity accumulation through incentive plans, but because the transactions are automatic and largely offset by tax withholding, market impact is expected to be neutral to modestly positive.