MIDDLEFIELD BANC CORP — Director's Dealing 2025

Jan 2, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MIDDLEFIELD BANC CORP (MBCN)
CIK: 0000836147
Period of Report: 2025-01-01

Reporting Person: Zimmerly Ronald Len Jr. (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-01-01	Common Stock	A	278	$28.05	Acquired	34243.283	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	8786	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Conditional Stock Award	$	2027-08-30	Common Stock (6708)	6708	Direct
Conditional Stock Award	$27.4000	2026-03-10	Common Stock (3722)	3722	Direct
Conditional Stock Award	$28.6000	2025-12-01	Common Stock (3788)	3788	Direct

Footnotes

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

F2: Includes shares acquired under MBCN Dividend Reinvestment Plan

F3: 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.

F4: Each restricted stock unit represents the right to receive, at settlement, one share of common stock.

F5: 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 8K filing dated March 17, 2023.

F6: 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.