Farmers & Merchants Bancorp Announces Board and Compensation Changes

TL;DR

FMB board shakeup and exec pay adjustments announced.

AI Summary

Farmers & Merchants Bancorp announced on September 3, 2024, a change in its board of directors and executive compensation arrangements. The filing details the departure of a director and the election of a new director, along with updates to the compensatory arrangements for certain officers.

Why It Matters

Changes in a company's board of directors and executive compensation can signal shifts in strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — The filing reports routine corporate governance changes and compensation adjustments, which typically carry low immediate risk.

Key Numbers

• 000-26099 — SEC File Number (Identifies the company's filing history with the SEC.)
• 94-3327828 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Farmers & Merchants Bancorp (company) — Registrant
• September 3, 2024 (date) — Date of Earliest Event Reported
• Delaware (jurisdiction) — State of incorporation
• Lodi, California (location) — Principal executive offices

FAQ

Filing Documents

• ef20035666_8k.htm (8-K) — 26KB
• 0001140361-24-040602.txt ( ) — 146KB
• fmcb-20240903.xsd (EX-101.SCH) — 4KB
• fmcb-20240903_lab.xml (EX-101.LAB) — 20KB
• fmcb-20240903_pre.xml (EX-101.PRE) — 14KB
• ef20035666_8k_htm.xml (XML) — 4KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 3, 2024 Farmers & Merchants Bancorp (Exact name of registrant as specified in its charter) Delaware 000-26099 94-3327828 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 111 West Pine Street , Lodi , California 95240 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: ( 209 ) 367-2300 Former name or former address, if changed since last report: Not Applicable Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered None Not applicable Not applicable Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Late last year, Executive Vice President and Chief Administrative Officer Deborah Skinner verbally communicated to the Board of Directors of Farmers & Merchants Bancorp (the "Company") that she was considering the possibility of retiring at the end of 2024. In response to this possibility, the Board of Directors and Executive Management Team immediately initiated action steps in response to this potential succession event. Internal and external candidates were identified and preliminarily vetted. On September 3, 2024, in compliance with the terms of her executive employment contract, Deborah Skinner officially notified the Board of Directors in writing of her intention to retire effective December 31, 2024. The search committee immediately undertook final vetting procedures on a number of internal and external candidates, including a series of interviews. The selection process is in the final stages. The Company expects to announce the replacement candidate in time to allow for an orderly orientation and transition of this important Named Executive Officer position prior to Deborah Skinner's departure from the company. The Company's long-standing succession planning strategies have insured orderly transition of all Executive Officer vacancies over the past 27 years. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 9, 2024 FARMERS & MERCHANTS BANCORP By: /s/ Bart R. Olson Bart R. Olson Executive Vice President & Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR