CEO's Retirement Plans Terminated with $833K Payout Ahead of Merger

summarizeSummary

Middlefield Banc Corp. terminated the supplemental executive retirement plans for CEO Ronald L. Zimmerly, Jr., resulting in an estimated $833,864 payout, in anticipation of its merger with Farmers National Banc Corp.

check_boxKey Events

• CEO Retirement Plans Terminated

  The company's Board of Directors approved the termination of three Supplemental Executive Retirement Plans (SERPs) for President and CEO Ronald L. Zimmerly, Jr., effective February 9, 2026.

• $833K Payout to CEO

  In connection with the SERP terminations, Mr. Zimmerly will receive deferred compensation and the transfer of seven bank-owned annuity contracts with an estimated account value of $833,864.

• Merger-Related Compensation

  This compensation is being paid out in anticipation of the pending merger of Middlefield Banc Corp. with Farmers National Banc Corp., which has recently received all necessary approvals.

auto_awesomeAnalysis

This filing details the financial arrangements for CEO Ronald L. Zimmerly, Jr. as Middlefield Banc Corp. prepares for its merger with Farmers National Banc Corp. The termination of his supplemental executive retirement plans (SERPs) and the associated payout of approximately $833,864 are a direct consequence of the pending merger. While this represents a significant compensation event for the executive, it is an expected cost associated with the corporate transition and does not signal new operational or financial distress for the company. Investors should view this as a procedural step in the merger process, which has already received shareholder and regulatory approvals.