MVB Financial Corp (MVBF) CEO Larry Mazza exercises 100,000 options, updates holdings

Rhea-AI Filing Summary

MVB Financial Corp President & CEO Larry F. Mazza, who is also a director, reported an options exercise and related share withholding in company stock. On January 29, 2026, a fully vested option for 100,000 shares of common stock was exercised at an exercise price of $12.50 per share, converting into 100,000 common shares.

To cover the exercise-related obligations, 16,758 shares of common stock were withheld at a value of $28.26 per share. After these transactions, Mazza directly held 709,600 shares of MVB Financial Corp common stock and had an additional 22,304 shares reported as indirectly owned, held by Melissa Mazza. The option involved, originally granted on February 3, 2017 and fully vested, now shows zero derivative securities remaining.

SEC Form 4

FORM 4

UNITED 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

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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^*

Mazza Larry F

(Last) (First) (Middle)

113 PLATINUM DR.

(Street)

BRIDGEPORT WV 26330

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MVB FINANCIAL CORP [ MVBF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/29/2026	01/29/2026	M		100,000	A	$12.5	726,358	D
Common Stock	01/29/2026	01/29/2026	F		16,758(1)	D	$28.26	709,600	D
Common Stock								22,304	I	Owned By - Melissa Mazza(2)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Stock Options	$12.5	01/29/2026	01/29/2026	M			100,000	02/03/2017(3)	02/03/2026	Common Stock	100,000	$0	0	D

Explanation of Responses:

1. Shares withheld to satisfy the exercise price obligation upon exercise of a fully vested and immediate exercisable option.

2. Owned by Melissa Mazza

3. This option is fully vested and is immediately exercisable.

Remarks:

	Lisa J. McCormick, POA for Larry F. Mazza	02/02/2026
	** Signature of Reporting Person	Date
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.
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FAQ

What insider transaction did Larry F. Mazza report at MVB Financial Corp (MVBF)?

Larry F. Mazza reported exercising stock options and related share withholding. On January 29, 2026, he exercised options for 100,000 MVB Financial Corp common shares and had 16,758 shares withheld to satisfy the exercise-related obligation, resulting in updated direct and indirect share holdings.

How many MVB Financial Corp shares did Larry F. Mazza acquire through option exercise?

Mazza exercised options for 100,000 shares of common stock. The options had a conversion or exercise price of $12.50 per share and were fully vested and immediately exercisable. This exercise converted derivative securities into directly held MVB Financial Corp common shares.

Why were 16,758 MVB Financial Corp shares withheld in Larry Mazza’s Form 4 filing?

16,758 shares were withheld to satisfy the exercise price obligation. The Form 4 explains that these shares were withheld upon exercising a fully vested, immediately exercisable option, with the withholding valued at $28.26 per share in connection with the transaction.

What is Larry F. Mazza’s MVB Financial Corp share ownership after the reported transactions?

After the transactions, Mazza directly owned 709,600 shares. The filing also reports 22,304 MVB Financial Corp common shares as indirectly owned, held by Melissa Mazza, in addition to the direct holdings reported following the option exercise and share withholding.

What happened to Larry Mazza’s stock options in the MVB Financial Corp Form 4?

The reported stock option for 100,000 shares was fully exercised. The option, granted February 3, 2017 with a $12.50 exercise price and expiring February 3, 2026, was fully vested and immediately exercisable and now shows zero derivative securities remaining after the exercise.

Who is reported as indirectly holding MVB Financial Corp shares related to Larry Mazza?

22,304 shares are reported as owned by Melissa Mazza. The Form 4 lists these common shares as indirectly owned, with the nature of ownership described as “Owned By - Melissa Mazza,” in addition to Larry Mazza’s directly held MVB Financial Corp shares.