Shareholders' Equity

9 Months Ended

Sep. 30, 2018

7.	Shareholders’ Equity

During the nine months ended September 30, 2018, the Company issued a combined total 13,520 shares of common stock to the Bank’s non-qualified defined contribution retirement plans. There were also 2,400 shares issued to individuals during the third quarter of 2018. All of the shares were issued at prices ranging from $635.00 to $690.00 per share based upon valuations completed during the quarter of issuance by a nationally recognized bank consulting and advisory firm and in reliance upon the exemption in Section 4(a)(2) of the Securities Act of 1933, as amended, and the regulations promulgated thereunder. The proceeds were contributed to the Bank as equity capital.

On July 31, 2018, Farmers & Merchants Bancorp purchased 44,503 shares of the Company’s Common Stock from the estate of a former Director. The purchase price was $700.00 per share for a total consideration of Thirty One Million One Hundred Fifty-Two Thousand One Hundred Dollars ($31,152,100). After the transaction, the Company remained “well capitalized” under the regulatory framework for prompt corrective action.

During the first and third quarters of 2017, the Company issued a combined total 4,975 shares of common stock to the Bank’s non-qualified defined contribution retirement plans. These shares were issued at prices ranging from $590.00 to $595.00 per share based upon valuations completed during the quarter of issuance by a nationally recognized bank consulting and advisory firm and in reliance upon the exemption in Section 4(a)(2) of the Securities Act of 1933, as amended, and the regulations promulgated thereunder. The proceeds were contributed to the Bank as equity capital.