MIDDLEFIELD BANC CORP — Director's Dealing 2020

Jan 3, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MIDDLEFIELD BANC CORP (MBCN)
CIK: 0000836147
Period of Report: 2020-01-02

Reporting Person: CALDWELL THOMAS G (Director, President/Chief Executive Offi)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-01-02	Common Stock	A	367	$26.09	Acquired	10689	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	28444	Direct
Common Stock	509.018	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy)	$8.775	2021-05-09	Common Stock (5000)	5000	Direct
Conditioanl Stock Award	$19.3496	2020-07-20	Common Stock (1506)	1506	Direct
Conditional Stock Award	$24.10	2021-05-22	Common Stock (4480)	4480	Direct
Conditional Stock Award	$21.215	2022-03-01	Common Stock (5396)	5396	Direct

Footnotes

F1: Shares acquired under Director Compensation program for members of the Board of Directors of The Middlefield Banking Company.

F2: The number of shares have been adjusted to reflect the 2-for-1 stock split effected as of November 8, 2019.

F3: Shares held jointly with spouse.

F4: Includes shares acquired under the MBCN Dividend Reinvestment Plan.

F5: The number of shares and the exercise price have been adjusted to reflect the 2-for-1 stock split effected as of November 8, 2019.

F6: Until the award vests, the award confers no right to vote, no right to dividends, and no other shareholder rights to the recipient. Vesting is subject to a time-based or service condition and a performance-based condition. The details of the vesting conditions may be found in a Form 8-K filing dated July 20, 2017.

F7: Until the award vests, the award confers no right to vote, no right to dividends, and no other shareholder rights to the recipient. Vesting is subject to a time-based or service condition and a performance-based condition. The details of the vesting conditions may be found in a Form 8-K filing dated May 29, 2018.

F8: Until the award vests, the award confers no right to vote, no right to dividends, and no other shareholder rights to the recipient. Vesting is subject to a time-based or service condition and a performance-based condition. The details of the vesting conditions may be found in a Form 8-K filing dated March 5, 2019.