SEC Form 4/A · accession 0001209191-18-039487
MIDDLEFIELD BANC CORP · MBCN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Thomas G Caldwell
Officer — President/Chief Executive Offi · Director
Period of report
Jun 22, 2018
Accepted (ET)
Jun 26, 2018 · 7:16 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000836147
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 22, 2018 | A | 1,018 | $51.60 | A | 1,677 | D | |
| Common Stock | Jun 22, 2018 | F | 300 | $51.60 | D | 1,377 | D | |
| Common StockF2 | holding | — | — | — | 13,522 | D | ||
| Common StockF3 | holding | — | — | — | 246 | I | custodian for children |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy) | $23.00 | holding | — | — | — | Nov 10, 2009 | Nov 10, 2018 | Common Stock | 1,000 | 1,000 | D |
| Stock Option (right to buy) | $23.00 | holding | — | — | — | Nov 10, 2009 | Nov 10, 2018 | Common Stock | 1,500 | 1,500 | D |
| Stock Option (right to buy) | $17.55 | holding | — | — | — | May 9, 2012 | May 9, 2021 | Common Stock | 2,500 | 2,500 | D |
| Conditional Stock AwardF4 | $32.40 | holding | — | — | — | — | Mar 1, 2019 | Common Stock | 865 | 865 | D |
| Conditional Stock AwardF5 | $38.6992 | holding | — | — | — | — | Jul 20, 2020 | Common Stock | 753 | 753 | D |
| Conditional Stock AwardF6 | $48.20 | holding | — | — | — | — | May 22, 2021 | Common Stock | 2,240 | 2,240 | D |
Explanation of responses
- F1Shares were acquired under the terms of a Conditional Stock Grant dated June 22, 2015.
- F2Includes shares held jointly with spouse.
- F3Includes shares acquired under MBCN Dividend Reinvestment Plan.
- F4Until 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 4, 2016.
- F5Until 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.
- F6Until 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.