Farmers & Merchants Bancorp(FMAO)

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Farmers & Merchants Bancorp(FMAO) - 2022 Q4 - Annual Report
2023-02-23 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2022 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 001-38084 FARMERS & MERCHANTS BANCORP, INC. (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 307 Nor ...
Farmers & Merchants Bancorp(FMAO) - 2022 Q3 - Quarterly Report
2022-10-24 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period September 30, 2022 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 001-38084 FARMERS & MERCHANTS BANCORP, INC. (Exact name of registrant as specified in its charter) OHIO 34-1469491 (State or other jurisdiction o ...
Farmers & Merchants Bancorp(FMAO) - 2022 Q2 - Quarterly Report
2022-07-25 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period June 30, 2022 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 001-38084 FARMERS & MERCHANTS BANCORP, INC. (Exact name of registrant as specified in its charter) OHIO 34-1469491 (State or other jurisdiction of inc ...
Farmers & Merchants Bancorp(FMAO) - 2021 Q4 - Annual Report
2022-02-21 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2021 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 001-38084 FARMERS & MERCHANTS BANCORP, INC. | --- | --- | --- | |----------------------------------------------------------------------------------- ...
Farmers & Merchants Bancorp(FMAO) - 2021 Q3 - Quarterly Report
2021-10-25 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period September 30, 2021 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 001-38084 FARMERS & MERCHANTS BANCORP, INC. (Exact name of registrant as specified in its charter) OHIO 34-1469491 (State or other jurisdiction o ...
Farmers & Merchants Bancorp(FMAO) - 2021 Q2 - Quarterly Report
2021-08-01 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period June 30, 2021 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 001-38084 FARMERS & MERCHANTS BANCORP, INC. (Exact name of registrant as specified in its charter) OHIO 34-1469491 (State or other jurisdiction of inc ...
Farmers & Merchants Bancorp(FMAO) - 2021 Q1 - Quarterly Report
2021-04-26 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period March 31, 2021 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 001-38084 FARMERS & MERCHANTS BANCORP, INC. (Exact name of registrant as specified in its charter) OHIO 34-1469491 (State or other jurisdiction of in ...
Farmers & Merchants Bancorp(FMAO) - 2020 Q4 - Annual Report
2021-02-23 16:00
Part I [Business](index=3&type=section&id=Item%201.%20Business) Farmers & Merchants Bancorp, Inc. operates as a financial holding company with its primary subsidiary, The Farmers & Merchants State Bank, serving as a community bank in Northwest Ohio and Northeast Indiana, specializing in commercial, agricultural, and residential mortgage lending - The company is a financial holding company with two main subsidiaries: **The Farmers & Merchants State Bank** (a community bank) and **Farmers & Merchants Risk Management** (a captive insurance company)[8](index=8&type=chunk) - The Bank's primary activities include **commercial, agricultural, residential mortgage, and consumer lending**, with a substantial portion of the loan portfolio serving the farming industry in Northwest Ohio and Northeast Indiana[9](index=9&type=chunk) - In 2020, the Bank expanded its footprint by opening **Loan Production Offices (LPOs)** in Muncie, Indiana; Oxford, Ohio; and West Bloomfield, Michigan[9](index=9&type=chunk) Underwriting Guidelines: Maximum Loan-to-Value (LTV) | Loan Category | Sub-Category | Maximum LTV | | :--- | :--- | :--- | | **Consumer Loans** | Cars, SUVs, Trucks | 110% | | | Boats, Campers, Motorcycles, RVs | 80% - 90% | | | 1st/2nd Mortgages (1-4 family) | 75% - 90% | | | Raw Land | 65% - 75% | | **Commercial/Agriculture** | Accounts Receivable | Up to 80% | | | Inventory (Livestock/Grain) | Up to 80% | | | Inventory (Commercial Goods) | 50% | | | Equipment (New/Used) | Up to 80% (New) / 75% (Used) | | | Real Estate | 70% - 85% | - The Bank competes with approximately 34 other depository institutions and, based on FDIC data as of June 30, 2020, ranked **1st** with a **15.05% market share** in the markets it serves[11](index=11&type=chunk) - As of December 31, 2020, the company had **367 full-time equivalent employees**, who are not represented by a collective bargaining unit[11](index=11&type=chunk) [Supervision and Regulation](index=5&type=section&id=Supervision%20and%20Regulation) The company and its subsidiaries are subject to extensive supervision by multiple regulatory bodies, including the Federal Reserve Board, the Ohio Division of Financial Institutions, and the FDIC - The Company is a financial holding company regulated by the **Federal Reserve Board**. The Bank is regulated by the **ODFI** and the **FDIC**. The Captive insurance company is regulated by the **Nevada Division of Insurance**[15](index=15&type=chunk) - The **Dodd-Frank Act** created the Bureau of Consumer Financial Protection and introduced significant mortgage rules regarding ability-to-repay, qualified mortgages, and integrated disclosures[33](index=33&type=chunk)[35](index=35&type=chunk) - As of December 31, 2020, the Bank was classified as "**well capitalized**" under the FDICIA's prompt corrective action guidelines[26](index=26&type=chunk) - The **Economic Growth, Regulatory Relief and Consumer Protection Act (EGRRCPA) of 2018** provided some relief from Dodd-Frank Act provisions, impacting areas like mortgage credit access and examination cycles for smaller institutions[35](index=35&type=chunk) [Risk Factors](index=10&type=section&id=Item%201a.%20Risk%20Factors) The company faces key risks including intense competition, credit risk from its real estate loan concentration, U.S. trade policy impacts, interest rate fluctuations, and the uncertain economic effects of the COVID-19 pandemic - The company faces **intense competition** from traditional banks, credit unions, securities dealers, mortgage bankers, and insurance companies, driven by regulatory changes and technology[41](index=41&type=chunk) - A large portion of the loan portfolio consists of **real estate loans** concentrated in northwest Ohio and Northeast Indiana, making the company vulnerable to local real estate market fluctuations[44](index=44&type=chunk) - Changes in **U.S. trade policies** and retaliatory tariffs, particularly on agricultural products like soybeans, could adversely affect customers' ability to service debt, impacting the company's financial condition[50](index=50&type=chunk) - The upcoming implementation of the **Current Expected Credit Loss (CECL) model** is expected to materially affect how the allowance for loan losses is determined and could require a significant increase in the allowance[65](index=65&type=chunk) - The **COVID-19 pandemic** poses significant risks, including potential declines in loan demand, increased delinquencies and foreclosures, declines in collateral value, and reduced net interest margin due to lower interest rates[69](index=69&type=chunk) [Unresolved Staff Comments](index=17&type=section&id=Item%201b.%20Unresolved%20Staff%20Comments) The company reports that there are no unresolved staff comments - None[71](index=71&type=chunk) Part II [Properties](index=18&type=section&id=Item%202.%20Properties) The company's principal office is in Archbold, Ohio, with most office locations owned, while operating numerous retail banking offices and Loan Production Offices across Ohio, Indiana, and Michigan - The principal office is in **Archbold, Ohio**. The Bank owns most of its properties, except for two leased locations in Angola, IN and Bowling Green, OH[73](index=73&type=chunk) - The Bank operates **retail banking offices** throughout Ohio and Indiana and has **Loan Production Offices (LPOs)** in Muncie, IN, Oxford, OH, and West Bloomfield, MI[73](index=73&type=chunk)[74](index=74&type=chunk) [Legal Proceedings](index=19&type=section&id=Item%203.%20Legal%20Proceedings) The company reports no material pending legal proceedings outside of ordinary routine business matters - There are **no material pending legal proceedings**, other than ordinary routine proceedings incidental to the business[76](index=76&type=chunk) [Mine Safety Disclosures](index=19&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[77](index=77&type=chunk) [Market for Registrant's Common Equity and Related Stockholder Matters](index=20&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%20and%20Related%20Stockholder%20Matters) The company's common stock trades on the NASDAQ Capital Market under "FMAO," with increasing quarterly dividends and a new stock repurchase program authorized for 2021, maintaining a strong capital base - The company's common stock is listed on the **NASDAQ Stock Market** under the symbol "**FMAO**"[79](index=79&type=chunk) Dividends Declared Per Share | Year | 1st Quarter | 2nd Quarter | 3rd Quarter | 4th Quarter | Total | | :--- | :--- | :--- | :--- | :--- | :--- | | 2020 | $0.16 | $0.16 | $0.17 | $0.17 | $0.66 | | 2019 | $0.15 | $0.15 | $0.15 | $0.16 | $0.61 | - Dividends declared in 2020 were **$0.66 per share**, an **8.2% increase** from the $0.61 per share declared in 2019[80](index=80&type=chunk) Key Capital Ratios | Ratio | 2020 | 2019 | | :--- | :--- | :--- | | Tier I Leverage Ratio | 10.46% | 11.52% | | Risk Based Capital Tier I | 13.60% | 13.63% | | Total Risk Based Capital | 14.61% | 14.22% | | Stockholders' Equity/Total Assets | 13.05% | 14.33% | - On January 15, 2021, the Board of Directors authorized a new stock repurchase program for up to **500,000 shares** of its common stock, effective through December 31, 2021[82](index=82&type=chunk) [Selected Financial Data](index=21&type=section&id=Item%206.%20Selected%20Financial%20Data) The company presents a five-year summary of consolidated financial data, showing consistent growth in total assets, loans, deposits, stockholders' equity, net income, and earnings per share Summary of Consolidated Statement of Income (2016-2020) | (In Thousands, except share data) | 2020 | 2019 | 2018 | 2017 | 2016 | | :--- | :--- | :--- | :--- | :--- | :--- | | Net Interest Income | $59,776 | $53,547 | $39,857 | $36,121 | $33,504 | | Provision for loan losses | $6,981 | $1,138 | $324 | $222 | $1,121 | | Net income | $20,095 | $18,402 | $14,949 | $12,720 | $11,664 | | Earnings per common share | $1.80 | $1.66 | $1.61 | $1.38 | $1.27 | | Dividends per share | $0.66 | $0.61 | $0.56 | $0.50 | $0.46 | Summary of Consolidated Balance Sheet & Key Ratios (2016-2020) | (In Thousands, except ratios) | 2020 | 2019 | 2018 | 2017 | 2016 | | :--- | :--- | :--- | :--- | :--- | :--- | | Total assets | $1,909,544 | $1,607,330 | $1,116,163 | $1,107,009 | $1,055,895 | | Loans, net | $1,289,318 | $1,211,771 | $839,599 | $816,156 | $751,310 | | Total deposits | $1,596,162 | $1,288,347 | $928,790 | $919,340 | $842,203 | | Stockholders' equity | $249,160 | $230,258 | $143,287 | $134,137 | $125,577 | | Return on average assets | 1.14% | 1.23% | 1.34% | 1.18% | 1.14% | | Loans to deposits | 80.78% | 94.06% | 90.40% | 88.78% | 89.45% | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%207.%20Management%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management's discussion highlights record 2020 earnings driven by increased net interest income, despite a significant loan loss provision due to COVID-19, alongside asset growth, PPP participation, and strategic acquisitions [Critical Accounting Policies and Estimates](index=22&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Management identifies the Allowance for Loan and Lease Losses, Mortgage Servicing Rights, and Other Real Estate Owned as critical accounting policies requiring subjective judgments - The most subjective and complex accounting estimates are the **Allowance for Loan and Lease Losses (ALLL)**, valuation of **Mortgage Servicing Rights (MSR)**, and **Other Real Estate Owned (OREO)**[91](index=91&type=chunk) - The **ALLL** represents management's estimate of inherent credit losses and is a composite of specific, formula-driven, and general non-specific portions[93](index=93&type=chunk) - The value of **MSRs** is significantly impacted by mortgage loan prepayment speeds, which are uncertain and can materially affect net income[95](index=95&type=chunk)[96](index=96&type=chunk) [2020 in Review](index=24&type=section&id=2020%20in%20Review) Despite COVID-19, the company achieved record 2020 earnings of $20.1 million, with significant asset growth, active participation in PPP loans, and strategic acquisitions - The company reported record net income of **$20.1 million** and EPS of **$1.80** for 2020, an increase of **$1.7 million** over 2019, despite a **$7.0 million** loan loss provision[100](index=100&type=chunk) - Total assets grew by **$302.2 million**, with net loans increasing by **$77.5 million** (including **$36.2 million** in PPP loans)[101](index=101&type=chunk) - The company approved **$87.8 million** in PPP loans for **947 small businesses**, helping to protect over **12,400 jobs**[102](index=102&type=chunk)[115](index=115&type=chunk) - In November 2020, the company purchased the assets and clients of **Adams County Financial Resources (ACFR)**, an investment advisory firm with approximately **$83.0 million** in assets under management[109](index=109&type=chunk) - In December 2020, the company announced the acquisition of **Ossian Financial Services, Inc. (OFSI)**, which had approximately **$122.0 million** in assets[110](index=110&type=chunk) [COVID-19 Response](index=25&type=section&id=COVID-19%20Response) The company implemented a comprehensive COVID-19 response, including processing $87.8 million in PPP loans, offering consumer forbearance, waiving late fees, and increasing loan loss provisions due to economic uncertainty - The company processed approximately **$87.8 million** in PPP loans for **947 small businesses**, generating **$3.2 million** in net fee income to be recognized over 24 months[115](index=115&type=chunk)[117](index=117&type=chunk) - The bank offered forbearance on **99** in-house and secondary market home loans totaling **$9.1 million** and a "Skip-a-pay" program for **149** consumer installment loans totaling over **$2.0 million**[120](index=120&type=chunk)[121](index=121&type=chunk) - Late payment fees totaling **$307,000** were waived for customers between March 16 and June 30, 2020[122](index=122&type=chunk) - The loan loss provision was increased by approximately **$5.9 million** in 2020 compared to 2019, primarily due to the economic uncertainties of COVID-19[128](index=128&type=chunk) Loan Exposure to High-Impact Industries (as of Dec 31, 2020) | Industry Segment | Outstanding Balance ($ thousands) | Percent of Total Loan Portfolio | | :--- | :--- | :--- | | Hospitality (Hotels) | $88,160 | 6.75% | | Restaurants | $20,610 | 1.58% | | Retail Commercial Real Estate | $105,785 | 8.10% | | Entertainment | $25,230 | 1.93% | [Material Changes in Results of Operations](index=29&type=section&id=Material%20Changes%20in%20Results%20of%20Operations) Net interest income grew by $6.2 million in 2020, driven by loan volume and lower interest expense, while non-interest income increased due to service fees and loan sales, and non-interest expense rose from higher salaries - Net interest income increased by **$6.2 million** in 2020 compared to 2019, driven by a **$3.1 million** increase in loan interest and a **$4.3 million** decrease in deposit interest expense[137](index=137&type=chunk)[138](index=138&type=chunk) - The net interest margin decreased by **18 basis points** to **3.62%** in 2020 from **3.80%** in 2019, as the decline in asset yields outpaced the decrease in funding costs[145](index=145&type=chunk) - Non-interest income increased to **$16.8 million** in 2020 from **$11.8 million** in 2019, largely due to a **$2.2 million** increase in customer service fees and a higher net gain on the sale of loans[163](index=163&type=chunk)[164](index=164&type=chunk)[168](index=168&type=chunk) - Non-interest expense increased by **$2.9 million (7.0%)** in 2020, primarily due to a **$2.2 million** rise in salaries and wages[170](index=170&type=chunk) - The provision for credit losses increased significantly by **$5.8 million** in 2020, attributed to uncertainties associated with the COVID-19 pandemic[185](index=185&type=chunk) [Material Changes in Financial Condition](index=39&type=section&id=Material%20Changes%20in%20Financial%20Condition) The company's financial condition strengthened from 2018 to 2020, marked by growth in the securities and loan portfolios, a significant increase in the Allowance for Credit Losses, substantial deposit growth, and a strong capital position Securities Portfolio Composition (Year-End) | (In Thousands) | 2020 | 2019 | 2018 | | :--- | :--- | :--- | :--- | | U.S. Government agencies | $124,241 | $62,445 | $69,327 | | Mortgage-backed securities | $113,056 | $95,197 | $36,262 | | State and local governments | $70,515 | $54,630 | $40,028 | | **Total** | **$307,812** | **$222,293** | **$168,447** | Loan Portfolio Composition (Year-End) | (In Thousands) | 2020 | 2019 | | :--- | :--- | :--- | | Commercial Real Estate | $588,825 | $551,309 | | Agricultural Real Estate | $189,159 | $199,105 | | Commercial and Industrial | $189,246 | $135,631 | | Consumer Real Estate | $175,588 | $165,349 | | Agricultural | $94,358 | $111,820 | | **Total** | **$1,305,473** | **$1,220,765** | - Non-accrual loans increased to **$9.4 million** at year-end 2020, up from **$3.4 million** in 2019 and **$542.0 thousand** in 2018[215](index=215&type=chunk) Allowance for Credit Losses (ACL) Reconciliation | (In Thousands) | 2020 | 2019 | 2018 | | :--- | :--- | :--- | :--- | | Beginning Balance | $7,707 | $7,049 | $6,868 | | Provision for loan loss | $6,981 | $1,138 | $324 | | Net Charge Offs | ($537) | ($685) | ($417) | | **Ending Balance (Total ACL)** | **$14,313** | **$7,707** | **$7,049** | - Stockholders' equity increased to **$249.2 million** as of December 31, 2020, from **$230.3 million** at year-end 2019[255](index=255&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=48&type=section&id=Item%207a.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate risk, managed through sensitivity analysis, with a projected 6.14% increase in net interest income for a 100 basis point rate rise and a 5.63% decrease for a 100 basis point rate fall - The primary market risk for the company is **interest rate risk**, which arises from the timing differences in the re-pricing of its assets and liabilities[259](index=259&type=chunk) Interest Rate Shock Analysis on Net Interest Income | Rate Change | Net Interest Income ($000) | % Change from Flat Rate | | :--- | :--- | :--- | | +3.00% | $69,632 | +13.60% | | +2.00% | $67,663 | +10.39% | | +1.00% | $65,062 | +6.14% | | **Flat** | **$61,296** | **0.00%** | | -1.00% | $57,846 | -5.63% | | -2.00% | $54,669 | -10.81% | | -3.00% | $51,463 | -16.04% | [Financial Statements and Supplementary Data](index=49&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents the company's audited consolidated financial statements for 2020, 2019, and 2018, including the independent auditor's report and detailed notes - The independent registered public accounting firm issued an opinion that the consolidated financial statements **present fairly**, in all material respects, the financial position of the Company in conformity with **U.S. GAAP**[269](index=269&type=chunk) - A critical audit matter identified was the **allowance for loan and lease losses (ALLL)**, which involved significant judgment and complex review due to the high degree of subjectivity in management's estimates[272](index=272&type=chunk)[275](index=275&type=chunk) [Consolidated Financial Statements](index=52&type=section&id=Consolidated%20Financial%20Statements) The consolidated financial statements show total assets grew to $1.91 billion in 2020, with net income reaching $20.1 million, and cash flows reflecting significant investing and financing activities Consolidated Balance Sheet Highlights (Year-End) | (In Thousands) | 2020 | 2019 | | :--- | :--- | :--- | | Total cash and cash equivalents | $175,706 | $51,296 | | Loans, net | $1,289,318 | $1,211,771 | | Total Assets | $1,909,544 | $1,607,330 | | Total deposits | $1,596,162 | $1,288,347 | | Total liabilities | $1,660,384 | $1,377,072 | | Total stockholders' equity | $249,160 | $230,258 | Consolidated Income Statement Highlights | (In Thousands) | 2020 | 2019 | 2018 | | :--- | :--- | :--- | :--- | | Net Interest Income | $59,776 | $53,547 | $39,857 | | Provision for Loan Losses | $6,981 | $1,138 | $324 | | Noninterest Income | $16,787 | $11,820 | $10,864 | | Noninterest Expense | $44,376 | $41,467 | $32,147 | | **Net Income** | **$20,095** | **$18,402** | **$14,949** | [Notes to Consolidated Financial Statements](index=58&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes provide detailed explanations of accounting policies, acquisitions, portfolio compositions, and regulatory capital, including subsequent events like the planned acquisition of Ossian Financial Services and a new stock repurchase program - On January 1, 2019, the Company acquired Limberlost Bancshares, Inc. (Bank of Geneva) for total consideration of approximately **$78.9 million**, resulting in **$43.3 million** of goodwill and **$3.9 million** of core deposit intangible[334](index=334&type=chunk)[336](index=336&type=chunk) - On November 16, 2020, the Bank's investment services division purchased the assets of Adams County Financial Resources (ACFR) for **$825,000** in stock, recognizing an **$800,000** customer list intangible asset[352](index=352&type=chunk)[354](index=354&type=chunk) - The Allowance for Credit Losses (ACL) increased from **$7.7 million** at year-end 2019 to **$14.3 million** at year-end 2020, with the provision for loan loss increasing from **$1.1 million** to **$7.0 million** year-over-year[399](index=399&type=chunk) - The Bank is subject to minimum regulatory capital requirements and was categorized as "**well capitalized**" as of December 31, 2020[439](index=439&type=chunk) - Subsequent to year-end, the company announced an agreement to acquire Ossian Financial Services, Inc. for approximately **$20 million** in cash and authorized a new **500,000 share** repurchase program for 2021[474](index=474&type=chunk)[477](index=477&type=chunk) [Changes In and Disagreements on Accounting and Financial Disclosure](index=106&type=section&id=Item%209.%20Changes%20In%20and%20Disagreements%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no disagreements on accounting and financial disclosures - **No disagreements** exist on accounting and financial disclosures or related matters[480](index=480&type=chunk) [Controls and Procedures](index=106&type=section&id=Item%209a.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures and internal control over financial reporting were effective as of December 31, 2019, with no material changes during the fourth quarter - Management concluded that the Company's disclosure controls and procedures were **effective** as of December 31, 2019[482](index=482&type=chunk) - Based on an evaluation using the 2013 COSO framework, management concluded that internal control over financial reporting was **effective** as of December 31, 2019[484](index=484&type=chunk) [Other Information](index=106&type=section&id=Item%209b.%20Other%20Information) The company reports no other information under this item - None[485](index=485&type=chunk) Part III [Directors and Executive Officers of the Registrant](index=107&type=section&id=Item%2010.%20Directors%20and%20Executive%20Officers%20of%20the%20Registrant) This section lists the company's 13-member Board of Directors and Executive Officers, including President & CEO Lars B. Eller, and highlights the adopted Code of Business Conduct and Ethics - The Board of Directors is comprised of **13 members**, who are elected annually[488](index=488&type=chunk) - The executive leadership team includes **Lars B. Eller** as President and CEO, and **Barbara J. Britenriker** as Executive Vice President and CFO[490](index=490&type=chunk) - The company has adopted a **Code of Business Conduct and Ethics**, administered by the Audit Committee, which applies to all employees, officers, and directors[491](index=491&type=chunk) [Executive Compensation](index=109&type=section&id=Item%2011.%20Executive%20Compensation) Information regarding executive compensation is incorporated by reference from the company's proxy statement for its 2021 Annual Meeting of Shareholders - The required information is **incorporated by reference** from the proxy statement for the Annual Meeting to be held on April 15, 2021[493](index=493&type=chunk) [Security Ownership of Certain Beneficial Owners and Management](index=109&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management) Information regarding security ownership is incorporated by reference from the company's 2021 proxy statement, detailing 37,382 restricted shares awarded in 2020 and 1,403,421 shares remaining available for future issuance under equity compensation plans - The required information is **incorporated by reference** from the proxy statement for the Annual Meeting to be held on April 15, 2021[494](index=494&type=chunk) - Under its 2015 Long-Term Stock Incentive Plan, the company awarded **37,382 restricted shares** to **92 employees** in 2020[494](index=494&type=chunk) Equity Compensation Plan Information | Plan Category | Number of securities to be issued upon exercise | Weighted-average exercise price | Number of securities remaining available for future issuance | | :--- | :--- | :--- | :--- | | Equity compensation plans approved by security holders | - | $ - | 1,403,421 | | **Total** | **-** | **$ -** | **1,403,421** | [Certain Relationships and Related Transactions](index=109&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions) Information regarding certain relationships and related party transactions is incorporated by reference from the company's proxy statement for its 2021 Annual Meeting of Shareholders - The required information is **incorporated by reference** from the proxy statement for the Annual Meeting to be held on April 15, 2021[497](index=497&type=chunk) [Principal Accountant Fees and Services](index=110&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information regarding principal accountant fees and services is incorporated by reference from the company's proxy statement for its 2021 Annual Meeting of Shareholders - The required information is **incorporated by reference** from the proxy statement for the Annual Meeting to be held on April 15, 2021[499](index=499&type=chunk) Part IV [Exhibits, Financial Schedules and Reports on Form 8-K](index=111&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Schedules%20and%20Reports%20on%20Form%208-K) This section lists all documents filed as part of the Form 10-K report, including corporate governance documents, material contracts, and required CEO and CFO certifications - Lists **all exhibits** filed with the report, including corporate governance documents, material contracts, and required certifications[501](index=501&type=chunk) - Includes **CEO and CFO certifications** pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act[501](index=501&type=chunk) [Form 10-K Summary](index=112&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company did not provide a summary under this optional item - None[504](index=504&type=chunk)
Farmers & Merchants Bancorp(FMAO) - 2020 Q3 - Quarterly Report
2020-10-28 15:12
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period September 30, 2020 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 001-38084 FARMERS & MERCHANTS BANCORP, INC. (Exact name of registrant as specified in its charter) OHIO 34-1469491 (State or other jurisdiction o ...
Farmers & Merchants Bancorp(FMAO) - 2020 Q2 - Quarterly Report
2020-07-29 17:51
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period June 30, 2020 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 001-38084 FARMERS & MERCHANTS BANCORP, INC. (Exact name of registrant as specified in its charter) OHIO 34-1469491 (State or other jurisdiction of inc ...