0001437749-23-006727 Sample Contracts

Change In Control Agreement
Change in Control Agreement • March 15th, 2023 • Middlefield Banc Corp • State commercial banks • Ohio

This Change in Control Agreement (this “Agreement”) is entered into effective as of this 1st day of April, 2022, by and between Middlefield Banc Corp., an Ohio corporation (“Middlefield”), and Courtney M. Erminio, Senior Vice President and Risk Officer of The Middlefield Banking Company, a subsidiary of Middlefield (the “Executive”).

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The Middlefield Banking Company Executive Deferred Compensation Agreement
Middlefield Banking Company • March 15th, 2023 • Middlefield Banc Corp • State commercial banks • Ohio

This Executive Deferred Compensation Agreement (this “Agreement”) is entered into as of this 5th day of December, 2022, by and between The Middlefield Banking Company, an Ohio-chartered bank (the “Bank”), and Ronald L. Zimmerly, Jr. President of the Bank (the “Executive”).

SPLIT-DOLLAR AGREEMENT
Split-Dollar Agreement • March 15th, 2023 • Middlefield Banc Corp • State commercial banks • Ohio

This SPLIT-DOLLAR AGREEMENT (this "Agreement made and entered into effective as of the 1'1 day of October 2010, by and between Liberty National Bank, a federal bank headquartered in the state of Ohio (the "Bank") and Ronald Zimmerly, (the "Insured").

MIDDLEFIELD BANC CORP. STOCK AWARD AGREEMENT
Omnibus Equity Plan • March 15th, 2023 • Middlefield Banc Corp • State commercial banks
Severance Agreement
Severance Agreement • March 15th, 2023 • Middlefield Banc Corp • State commercial banks • Ohio

This Severance Agreement (this “Agreement”) is entered into effective as of this 5th day of December, 2022, by and between Middlefield Banc Corp., an Ohio corporation (“Middlefield”), and Ronald L. Zimmerly, Jr., President of Middlefield and The Middlefield Banking Company (the “Bank”), a subsidiary of Middlefield (the “Executive”).

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