Form 4: FMCB Executive Ryan Misasi Shifts Stock to Family Trust

FARMERS & MERCHANTS BANCORP Executive Vice President J. Ryan Misasi reported a change in beneficial ownership, transferring 2,885 shares of common stock from a retirement plan to a family trust.

Summary

• J. Ryan Misasi, Executive Vice President of FARMERS & MERCHANTS BANCORP (FMCB), reported a change in beneficial ownership of common stock.
• On December 10, 2025, 2,885 shares of common stock were distributed from the Company's Non-Qualified Executive Retirement Plans to a family trust.
• This distribution occurred in connection with the liquidation and distribution of the Plans, with no consideration paid.
• Misasi is a trustee and, along with immediate family, the sole beneficiary of the trust, maintaining beneficial ownership of these securities.
• Following this transaction, Misasi beneficially owns 2,422 shares directly, 60 shares indirectly through his spouse, and 2,935 shares indirectly through the family trust.
• A previous restricted stock award on February 3, 2025, included 1,840 shares vesting over two years and 582 shares vesting over three years.

Sentiment

Score: 6

Explanation: Neutral to slightly positive. The transaction is a reclassification of ownership for estate planning purposes, not a sale, and the executive maintains beneficial ownership, indicating continued commitment. No new financial performance data is presented.

Positives

• The executive maintains beneficial ownership of the shares, indicating continued alignment with shareholder interests.
• The transfer to a family trust can be a positive for estate planning and long-term holding of company stock.

Future Outlook

No specific forward-looking statements or guidance are provided in this filing beyond the vesting schedule of previously granted restricted stock awards.

Industry Context

This is a routine insider transaction filing, reflecting an executive's personal financial planning regarding company stock. It does not directly relate to broader industry trends or competitive landscape.

Stakeholder Impact

• Shareholders: The transfer of shares to a family trust by an executive, while maintaining beneficial ownership, signals continued long-term commitment and alignment of interests. It does not represent a sale or dilution of holdings.

Key Dates

Recommendation

This Form 4 filing reports a routine internal transfer of shares by an executive to a family trust for estate planning purposes. It does not indicate any change in the executive's overall beneficial ownership or provide new information regarding the company's operational or financial performance. Therefore, it does not warrant a change in investment recommendation based solely on this filing.

Keywords

FARMERS & MERCHANTS BANCORP, FMCB, SEC Form 4, Beneficial Ownership, Executive Stock, Family Trust, J. Ryan Misasi, Common Stock, Executive Retirement Plan