Middlefield Banc Corp.
Annual Report 2020

Loading PDF...

Plain-text annual report

2020 Summary Annual Report 1500000 1500000 1200000 1500000 1200000 1500000 900000 900000 1200000 1200000 600000 900000 600000 900000 300000 600000 300000 600000 300000 300000 0 0 0 0 15000 15000 15000 12000 15000 12000 12000 9000 12000 9000 9000 6000 9000 6000 6000 3000 6000 3000 3000 3000 0 0 0 0 TOTAL ASSETS (in thousands) TOTAL ASSETS (in thousands) NET LOANS OUTSTANDING (in thousands) NET LOANS OUTSTANDING (in thousands) TOTAL ASSETS (in thousands) $ 1 , 2 4 8 , 3 9 $ 8 1 , 2 4 8 , 3 9 8 TOTAL ASSETS (in thousands) $ 1 , 2 4 8 , 3 9 $ 8 1 , 2 4 8 , 3 9 8 $ 1 , 1 0 6 , 3 3 $ 6 1 , 1 0 6 , 3 3 6 $ 1 , 1 0 6 , 3 3 $ 6 1 , 1 0 6 , 3 3 6 $ 7 8 7 , 8 2 1 $ 7 8 7 , 8 2 1 $ 7 8 7 , 8 2 1 $ 7 8 7 , 8 2 1 $ 1 , 3 9 1 , 9 7 $ 9 1 , 3 9 1 , 9 7 9 $ 1 , 3 9 1 , 9 7 $ 9 1 , 3 9 1 , 9 7 9 $ 1 , 1 8 2 , 4 7 $ 5 1 , 1 8 2 , 4 7 5 $ 1 , 1 8 2 , 4 7 $ 5 1 , 1 8 2 , 4 7 5 $ NET LOANS OUTSTANDING 1 , 0 (in thousands) 9 0 , 6 2 $ 6 1 , 0 9 0 , 6 2 6 $ NET LOANS OUTSTANDING 1 , 0 (in thousands) 9 0 , 6 2 $ 6 1 , 0 9 0 , 6 2 6 $ 9 7 7 , 4 9 0 $ 9 7 7 , 4 9 0 $ 9 7 7 , 4 9 0 $ 9 7 7 , 4 9 0 $ 9 8 4 , 6 8 1 $ 9 8 4 , 6 8 1 $ 9 8 4 , 6 8 1 $ 9 8 4 , 6 8 1 $ 9 1 6 , 0 2 3 $ 9 1 6 , 0 2 3 $ 9 1 6 , 0 2 3 $ 9 1 6 , 0 2 3 $ 6 0 2 , 5 4 2 $ 6 0 2 , 5 4 2 $ 6 0 2 , 5 4 2 $ 6 0 2 , 5 4 2 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 Tangible Book Value Per Share: 2020 $19.91 compared to 2019 $18.78 6% increase over 2019 BOOK VALUE PER SHARE BOOK VALUE PER SHARE NET INCOME (in thousands) NET INCOME (in thousands) NET INCOME (in thousands) NET INCOME $ 1 (in thousands) 2 , 4 3 1 $ 1 2 , 4 3 1 $ 9 , 4 5 5 $ 9 , 4 5 5 $ 1 2 , 4 3 1 $ 1 2 , 4 3 1 $ 6 , 4 1 6 $ 6 , 4 1 6 $ 9 , 4 5 5 $ 9 , 4 5 5 $ 6 , 4 1 6 $ 6 , 4 1 6 $ 1 2 , 7 1 1 $ 1 2 , 7 1 1 $ 1 2 , 7 1 1 $ 1 2 , 7 1 1 $ 8 , 3 4 9 $ 8 , 3 4 9 $ 8 , 3 4 9 $ 8 , 3 4 9 BOOK VALUE PER SHARE $ 2 2 5 4 BOOK VALUE PER SHARE $ 2 1 4 5 $ 2 1 4 5 . . . $ 2 2 5 4 . $ 1 9 7 7 . $ 1 9 7 7 . $ 1 8 6 3 . $ 1 8 6 3 . $ 1 9 7 7 . $ 1 9 7 7 . $ 1 8 6 3 . $ 1 8 6 3 . $ 1 7 0 7 . $ 1 7 0 7 . $ 1 7 0 7 . $ 1 7 0 7 . $ 2 2 5 4 . $ 2 2 5 4 . $ 2 1 4 5 . $ 2 1 4 5 . ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 ’16 ’17 ’18 ’19 ’20 1200000 1200000 1000000 1000000 1200000 1200000 800000 800000 1000000 1000000 600000 600000 800000 800000 400000 400000 600000 600000 200000 200000 400000 400000 0 0 200000 200000 0 0 25 25 20 25 20 25 15 20 15 20 10 15 10 15 5 10 5 10 0 5 0 5 0 0 CHAIRMAN’S LETTER TO SHAREHOLDERS: Middlefield’s performance during 2020 reflects the adaptability of our customers, employees, and communities to the unprecedented effects of the COVID-19 pandemic. Our performance also demonstrates the resiliency of our Bank, as normal business complexities were magnified significantly during the early stages of the COVID-19 crisis. Each activity was approached systematically to ensure we were doing our part to protect the health and safety of our employees and customers, while continuing to provide our communities with essential financial services. I am proud of how our various stakeholders worked together to serve our communities, while remaining focused on our core operating values and our long-term growth initiatives. As we developed our response to the COVID-19 crisis, the experience and talent of Middlefield’s leadership team and Board of Directors were meaningful assets to the Bank. The Board received bi-monthly updates on credit quality, employee impacts, and branch operations, as well as our ability as a community bank to continue offering services to our customers. We also collaborated with management to support the Company’s efforts to rapidly establish procedures under the PPP and CARES Act and make sure we were able to assist customers in their time of need. Importantly, our strong platform allowed the Company to simultaneously respond to the near-term effects of COVID-19, while remaining committed to actively pursuing Middlefield’s long-term growth objectives. I am also encouraged by the continued development of new members of our leadership team and our ability to attract proven and experienced leaders to our Bank. In 2020, Michael C. Voinovich was elected to serve on the Board of Directors of Middlefield Banc Corp., replacing a vacancy left by William A. Valerian, who retired from our Board. Mike’s financial, banking, and capital market experience adds immediate value to our Board, and I look forward to his future contributions. Eric Hummel also retired from our Board in November. Both Bill and Eric were great ambassadors of the Bank and on behalf of everyone at the Company, thank you for your years of service and guidance. Beginning on January 1, 2021, a change in Director compensation was approved to increase the stock compensation our Directors receive versus direct cash creating a higher level of Director ownership with no additional total increase in Director fees. In addition, our corporate governance and nominating committee is pursuing an initiative to improve the diversity of our Board and make sure we are doing our part to better reflect the diversity of our Ohio communities. Middlefield’s long-term stock performance continues to demonstrate a history of outperformance in creating value for shareholders. Middlefield’s stock price performance has consistently outpaced bank industry indices over the last decade. Measured from December 31, 2010 to December 31, 2020, Middlefield’s ten-year total shareholder return, with reinvestment of dividends at 257%, exceeds the KBW Regional Bank Index at 126% and the Nasdaq Bank Index at 141%. The Board remains committed to creating value for shareholders. After a temporary suspension of our repurchase program in March 2020 due to the COVID-19 pandemic, the program was resumed in November at which time the Board authorized an increase to the Program. We currently have authorization to repurchase 300,000 shares of our common stock, which equates to nearly 5% of the Company’s outstanding shares. Since then, in February 2021 the Board approved a nearly 7% increase in our regular quarterly cash dividend payment, which reflects our continued desire to return capital to our shareholders. I would like to end my letter with a special thank you to all of Middlefield’s team members. Our success and ability to serve our customers throughout the COVID-19 pandemic is a direct result of your talent, dedication, and commitment. We remain humbled by our associates’ support and strive to provide the resources and opportunities to advance their careers. On behalf of the Middlefield Banc Corp. Board of Directors and our employees, we thank you for your continued support. William J. Skidmore Chairman, Board of Directors Middlefield Banc Corp. 2020 Summary Annual Report 1 TO OUR SHAREHOLDERS AND FRIENDS: OUR SUCCESS HAS BEEN DRIVEN BY OUR COMMITMENT TO PROFITABLY SERVE OUR COMMUNITIES AND OUR DEDICATION TO QUALITY, SAFETY, AND SOUNDNESS. In 2021, Middlefield will celebrate its 120th year in business. From our humble beginnings, we have weathered more than our fair share of business cycles to become one of the largest community banks in the State of Ohio. Our success has been driven by our commitment to profitably serve our communities and our dedication to quality, safety, and soundness. These core values are not only responsible for our legacy of growth but also helped our Bank successfully navigate the unprecedented impacts of the COVID-19 pandemic. Throughout the COVID-19 crisis, we focused on supporting our communities and during the year we approved 1,414 loans under the Paycheck Protection Program (“PPP”) for $143.8 million and helped protect over 12,000 client employees. In addition, approximately 47% of booked PPP applications were to businesses without prior banking relationships. We are currently working with our PPP borrowers on their forgiveness process and expect to recognize $3.3 million in interest and fees during 2021 because of our participation in the PPP. We also increased our support for organizations within our local communities. During the year, Middlefield partnered with United Way and Junior Achievement, while supporting an emergency fund for Kent State University Geauga and Twinsburg Academic Center students to help them remain in school during the pandemic. We also provided fabric and materials through the Burton/Middlefield Rotary Club to aid in making over 3,000 masks for UH Geauga Medical Center. The uncertainty caused in the early stages of the COVID-19 crisis impacted many of our markets. We stood by our customers and by the end of June we had extended nearly $215 million of deferrals to 362 borrowers. Demonstrating the strength of our asset quality, the balance of deferred loans declined 89% and we ended the year with only $24.5 million of loans in deferral status. The majority of these loans are to longstanding, high-quality borrowers and we currently expect to end 2021 with no deferred loans remaining. I am proud to report that Middlefield’s income, before taxes and provision for loan losses, increased 21.0% during 2020 to $19.6 million reflecting strong core earnings growth, higher noninterest income, and proactive expense management. In addition, total assets increased 17.7% in 2020 to a record $1.39 billion, and our book value per share increased 5.1% to a record $22.54 per share. Net income for 2020 declined to $8.3 million, or $1.30 per diluted share from $12.7 million, or $1.95 per diluted share for 2019, primarily due to a $9.0 million increase in the provision for loan losses as a result of the COVID-19 crisis and the resolution of an isolated commercial loan that occurred in the 2020 third quarter. Higher provisions for loan losses resulted in a 98.9% increase in our allowance for loan losses during 2020 and we ended the year with the highest allowance for loan losses to nonperforming loans ratio in over 13 years. Over the near term, we will continue to fund our allowance and increase our reserve which we believe is necessary to preserve for potential incurred losses in the portfolio associated with the COVID-19 crisis. 2 Middlefield Banc Corp. 2020 Summary Annual Report Unfortunately, the COVID-19 pandemic continues to have a severe impact on many segments of the economy. Therefore, we are focused on supporting our communities, proactively controlling asset quality, and strengthening our balance sheet. I believe this conservative approach will allow us to continue to successfully navigate near-term economic uncertainty, while providing the Company with flexibility to pursue long-term growth opportunities. I am excited with the direction we are headed as we pursue compelling long-term growth opportunities. As a community bank, we are well positioned to provide local support and quick decision-making to customers, while also offering many modern conveniences found at larger institutions. Our success acquiring new customers during the PPP process is a testament to the agility of our organization and our community-oriented values, and we are working hard to maintain these new relationships. In addition, more of our existing customers are engaging with the Bank electronically. During the year, we experienced a 92% increase in business mobile banking enrollments, a 20% increase in consumer mobile banking enrollments, and a 40% increase in mobile deposit transactions. Expanding our electronic banking capabilities is an important initiative for Middlefield and we are finding new ways to service our clients online. Throughout 2021, we will continue to invest in our infrastructure to drive profitable growth within our large Cleveland and Columbus markets. Initiatives include attracting and developing proven leaders across our organization, additional investments in our digital strategy, new marketing tools and resources, and further growing sources of noninterest income. Overall, we believe we are well positioned to compete in our markets because of our local presence, personalized financial services, and experienced leadership team. No one could have expected the events of 2020, but we were able to successfully navigate this period of great uncertainty through our commitment to profitably serving our communities and our dedication to quality, safety, and soundness. In addition, our success demonstrates the resolve of our customers, and the dedication of our 196 team members. On behalf of everyone at the Middlefield Banc Corp., I appreciate your continued support. We look forward to reporting on our progress as we focus on creating long-term value for THROUGHOUT 2021 WE WILL CONTINUE TO INVEST IN OUR INFRASTRUCTURE TO DRIVE PROFITABLE GROWTH WITHIN OUR LARGE CLEVELAND AND COLUMBUS MARKETS. our shareholders. Thank you. Sincerely, Thomas G. Caldwell President and Chief Executive Officer Middlefield Banc Corp. 2020 Summary Annual Report 3 DECADE OF PROGRESS (Dollar amounts in thousands, except earnings per share data) 2011 2012 2013 $ 29,727 $ 28,746 $ 28,178 8,652 21,075 3,085 17,990 2,237 15,501 4,726 596 6,447 22,299 2,168 20,131 3,451 15,639 7,943 1,662 5,250 22,928 196 22,732 3,145 16,870 9,007 1,979 $ 4,130 $ 6,281 $ 7,028 $654,551 $670,288 $647,090 580,962 593,335 568,836 47,253 55,437 53,473 395,061 400,654 428,679 6,819 2,487 113 10 7,779 1,208 120 10 7,046 929 125 10 $ 1.23 $ 1.64 $ 1.74 0.52 13.41 0.52 13.91 0.52 13.16 42.71% 31.87% 29.84% $ 1,764 $ 2,002 $ 2,048 0.65% 10.24% 0.95% 11.98% 1.06% 13.17% Interest Income Interest Expense Net Interest Income Provision for Loan Loss Net Interest Income After Provision for Loan Losses Noninterest Income, Including Security Gains/Losses Noninterest Expense Income Before Income Taxes Income Taxes Net Income Total Assets Deposits Equity Capital Loans Outstanding, Net Allowance for Loan Losses Net Charge-offs Full Time Employees (Average Equivalents) Number of Offices Earnings Per Share Dividends Per Share Book Value Per Share Dividend Payout Ratio Cash Dividends Paid Return on Average Assets Return on Average Equity 4 Middlefield Banc Corp. 2020 Summary Annual Report 2014 2015 2016 2017 2018 2019 2020 $ 27,874 $ 28,595 $ 29,994 $ 43,995 $ 50,357 $ 54,525 $ 52,638 4,070 23,804 370 23,434 3,588 17,850 9,172 1,992 3,820 24,775 315 24,460 4,044 20,077 8,427 1,562 4,190 25,804 570 25,234 3,959 20,872 8,321 1,905 6,647 37,348 1,045 36,303 4,859 27,485 13,677 4,222 9,909 40,448 840 39,608 3,728 28,743 14,593 2,162 13,140 41,385 890 40,495 4,841 30,033 15,303 2,592 9,250 43,388 9,840 33,548 5,990 29,788 9,750 1,401 $ 7,180 $ 6,865 $ 6,416 $ 9,455 $ 12,431 $ 12,711 $ 8,349 $677,531 $735,139 $787,821 $1,106,336 $1,248,398 $1,182,475 $1,391,979 586,112 63,867 463,738 6,846 570 139 10 624,447 629,934 878,194 1,016,067 1,020,843 1,225,200 62,304 76,960 527,325 602,542 6,385 6,598 776 143 10 357 139 11 119,863 916,023 7,190 453 190 14 128,290 984,681 7,428 602 200 15 137,775 977,490 143,810 1,090,626 6,768 1,550 189 16 13,459 3,149 184 16 $ 1.76 $ 1.71 $ 1.52 $ 1.56 $ 1.92 $ 1.96 $ 1.31 0.52 15.56 0.54 16.59 0.54 17.07 0.54 18.63 0.59 19.77 0.57 21.45 0.60 22.54 29.54% 30.90% 36.13% 35.52% 30.40% 28.99% 45.92% $ 2,121 $ 2,153 $ 2,318 $ 3,358 $ 3,779 $ 3,685 $ 3,834 1.07% 12.17% 0.97% 10.62% 0.85% 9.33% 0.88% 8.52% 1.09% 9.94% 1.05% 9.35% 0.64% 5.87% Middlefield Banc Corp. 2020 Summary Annual Report 5 CONSOLIDATED BALANCE SHEET (Dollar amounts in thousands, except shares) 2020 2019 ASSETS Cash and due from banks Federal funds sold Cash and cash equivalents Equity securities, at fair value Investment securities available for sale, at fair value Loans held for sale Loans: Commercial real estate: Owner occupied Non-owner occupied Multifamily Residential real estate Commercial and industrial Home equity lines of credit Construction and other Consumer installment Total loans Less: allowance for loan and lease losses Net loans Premises and equipment, net Goodwill Core deposit intangibles Bank-owned life insurance Other real estate owned Accrued interest receivable and other assets TOTAL ASSETS LIABILITIES Deposits: Noninterest-bearing demand Interest-bearing demand Money market Savings Time Total deposits Short-term borrowings: Federal funds purchased Federal Home Loan Bank advances Total short-term borrowings Other borrowings Accrued interest payable and other liabilities TOTAL LIABILITIES STOCKHOLDERS’ EQUITY Common stock, no par value; 10,000,000 shares authorized, 7,308,685 and 7,294,792 shares issued; 6,379,323 and 6,423,630 shares outstanding Retained earnings Accumulated other comprehensive income Treasury stock, at cost; 929,362 and 871,162 shares TOTAL STOCKHOLDERS’ EQUITY TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY See accompanying notes to the consolidated financial statements. 6 Middlefield Banc Corp. 2020 Summary Annual Report $ 92,874 19,543 112,417 609 $ 35,113 — 35,113 710 114,360 878 103,121 309,424 39,562 233,995 232,044 112,543 63,573 9,823 1,104,085 13,459 1,090,626 18,333 15,071 1,724 16,938 7,387 13,636 105,733 1,220 102,386 302,180 62,028 234,798 89,527 112,248 66,680 14,411 984,258 6,768 977,490 17,874 15,071 2,056 16,511 155 10,542 $1,391,979 $1,182,475 $ 291,347 195,722 198,493 243,888 295,750 1,225,200 — — — 17,038 5,931 $ 191,370 107,844 160,826 192,003 368,800 1,020,843 75 5,000 5,075 12,750 6,032 1,248,169 1,044,700 86,886 69,578 4,284 (16,938) 143,810 86,617 65,063 1,842 (15,747) 137,775 $1,391,979 $1,182,475 CONSOLIDATED STATEMENT OF INCOME (Dollar amounts in thousands, except per share data) 2020 2019 INTEREST AND DIVIDEND INCOME Interest and fees on loans Interest-earning deposits in other institutions Federal funds sold Investment securities: Taxable interest Tax-exempt interest Dividends on stock Total interest and dividend income INTEREST EXPENSE Deposits Short-term borrowings Other borrowings Total interest expense NET INTEREST INCOME Provision for loan losses NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES NONINTEREST INCOME Service charges on deposit accounts Investment securities gains on sale, net (Loss) gain on equity securities Earnings on bank-owned life insurance Gain on sale of loans Other income Total noninterest income NONINTEREST EXPENSE Salaries and employee benefits Occupancy expense Equipment expense Data processing costs Ohio state franchise tax Federal deposit insurance expense Professional fees Gain on other real estate owned Advertising expense Software amortization expense Core deposit intangible amortization Other expense Total noninterest expense Income before income taxes Income taxes NET INCOME EARNINGS PER SHARE Basic Diluted $49,003 118 22 909 2,472 114 52,638 8,962 79 209 9,250 43,388 9,840 33,548 2,539 — (101) 427 1,487 1,638 5,990 15,835 2,158 1,308 2,650 1,082 423 1,359 (172) 698 351 332 3,764 29,788 9,750 1,401 $ 8,349 $ 1 . 31 1.30 $50,390 673 78 796 2,392 196 54,525 12,409 368 363 13,140 41,385 890 40,495 2,186 194 94 431 433 1,503 4,841 16,783 2,164 1,040 2,208 1,044 230 1,683 (125) 733 638 341 3,294 30,033 15,303 2,592 $12,711 $ 1.96 1.95 See accompanying notes to the consolidated financial statements. Middlefield Banc Corp. 2020 Summary Annual Report 7 SUPPORTING OUR COMMUNITIES Mantua Branch Universal Banker Alyssa Boxler gets ready to hide MB mugs with $5 giftcards around downtown as part of the “You Got Mugged!” marketing promotion with Restoration 44 Coffee. Main Branch Manager Larry Maniche holds Middlefield DQ Blizzard Cupcake supporting our local customer’s fundraiser to benefit Rainbow Babies and Children’s Hospital. SVP, Senior Commercial Lender Greg Yurco poses next to the all-new Rally’s restaurant in downtown Niles, Ohio financed by Middlefield Bank. MB’s “Major League” inspired bowling team joined up with Junior Achievement of Mahoning Valley to raise $500 for youth financial literacy. Custom art created for Plain City’s 2020 Virtual Chalk Art Festival, co-sponsored by Middlefield Bank. Marketing Director Melissa Maki reads to students at Lakeview Elementary on Dr. Seuss Day as part of United Way of Trumbull County’s Read 4 Fun program. Note: Photos without masks were taken prior to the pandemic. 8 Middlefield Banc Corp. 2020 Summary Annual Report Central Ohio President Charles O. Moore is presented with the first annual Westerville Area Chamber’s Veteran Champion of the Year award for his service in both the Army and Marine Corps. United Way of Greater Cleveland’s Karen Perko holds a $3,000 check presented by MB for their tireless COVID-19 relief efforts. Andrea Pollock of Next Step in Chardon, a young adult hardship support program, holds a check for $2,300 raised through in-branch candy bar sales. Universal Banking Supervisor Rachel Dean presents Geauga County’s Humane Society, Rescue Village, with a check for $1,200 raised from in-branch candy bar sales. Plain City’s Robin Scott presents a charitable donation to Tamara Reed of Daily Needs Assistance at the branch’s opening day celebration. Kent State University Geauga and Regional Academic Center students hold a check for $2,500 presented as a matching donation to their Last Dollar Scholarship and Emergency Fund. Middlefield Banc Corp. 2020 Summary Annual Report 9 COMMUNITY INVOLVEMENT 2020 The Middlefield Banking Company takes great pride in being a partner, advocate, and leader for the communities and people we serve. We are dedicated to strengthening and improving these communities through partnering with local charities and volunteering, along with providing needed financial services and education. When the local needs escalated during the pandemic, the Bank shifted focus on the COVID-19 relief efforts ranging from basic needs, homemade masks, and financial literacy. Our partners are groups and organizations that serve the local communities where we do business. By supporting these local groups, we can aid them in reaching their goals and growing services and programs. Our officers and employees are in leadership roles with more than 20 organizations, including non-profits, direct services, healthcare, and education. 10 Middlefield Banc Corp. 2020 Summary Annual Report Below is a list of some of those organizations: Ashtabula Community Foundation Children’s Advocacy Center (Portage) Children’s Hospital (Columbus) Crossroads/Beacon Health (Cuyahoga) Financial Empowerment (Portage & Trumbull) Geauga Community Improvement Corporation Geauga County Fair Housing Geauga Growth Partnership Hattie Larlham Center for Children with Disabilities Junior Achievement (Ashtabula, Central Ohio, Greater Next Step (Geauga & Portage) Rotary Clubs (Burton/Middlefield and Chardon) Safer Futures (Portage) United Way (Central Ohio, Delaware, Greater Cleveland, Cleveland & Mahoning Valley) Geauga, Lake, Portage, Union, Summit & Trumbull) In 2020, we renewed our annual partnership with Kent State University Geauga and Twinsburg Academic Center. The Bank’s matching campaign during Giving Tuesday (November 2020) was a direct response to keeping students in school during the pandemic through the Last Dollar Scholarships and emergency funds program. Due to the current pandemic, our students need more support than ever while they balance remote learning, finding new jobs, helping their families, and more to pursue their degrees. The campaign raised more than $7,500 for local students attending Kent State University Geauga and Twinsburg Academic Center. MIDDLEFIELD BANC CORP. BOARD OF DIRECTORS WILLIAM J. SKIDMORE 2007 Chairman, Board of Directors Middlefield Banc Corp. The Middlefield Banking Company Retired Ohio Senior District Manager Waste Management of Ohio, Inc. CAROLYN J. TURK, C.P.A. 2004 Senior Internal Auditor Molded Fiber Glass Companies CLAYTON W. ROSE, III, C.P.A. 2014 Retired: Executive Principal Rea & Associates, Inc. THOMAS G. CALDWELL 1997 President and Chief Executive Officer Middlefield Banc Corp. The Middlefield Banking Company KENNETH E. JONES 2008 Retired Financial Executive THOMAS BEVAN 2017 Chief Executive Officer Bevan & Associates, LPA, Inc. JAMES R. HESLOP, II 2001 Executive Vice President Chief Operating Officer Middlefield Banc Corp. The Middlefield Banking Company ROBERT W. TOTH 2009 Retired: Gold Key Processing, Ltd MICHAEL VOINOVICH 2020 Executive Vice President and Chief Investment Officer of ECHO Health, Inc. JAMES J. McCASKEY 2004 President McCaskey Landscape and Design, LLC DARRYL E. MAST 2013 Retired: Hattie Larlham Care Group and Hattie Larlham Foundation KEVIN DIGERONIMO* 2021 President DiGeronimo Development Central Ohio Region Advisory Board: JEFFREY A. GONGWER; GEORGE J. KONTOGIANNIS, AIA; TIMOTHY C. LONG; MICHAEL J. MORAN *Director of The Middlefield Banking Company Middlefield Banc Corp. 2020 Summary Annual Report 11 MIDDLEFIELD BANC CORP. OFFICERS THOMAS G. CALDWELL President and Chief Executive Officer JAMES R. HESLOP, II Executive Vice President Chief Operating Officer DONALD L. STACY Senior Vice President Chief Financial Officer JULIE E. AMSDEN Corporate Secretary TERESA M. HETRICK Assistant Corporate Secretary THE MIDDLEFIELD BANKING COMPANY OFFICERS THOMAS G. CALDWELL 1986 President and Chief Executive Officer MATTHEW E. BELLIN 2006 Senior Vice President Commercial Lending Team Leader JAMES R. HESLOP, II 1996 Executive Vice President Chief Operating Officer DONALD L. STACY 1999 Executive Vice President Treasurer CHARLES O. MOORE 2016 President, Central Ohio TERESA M. HETRICK 1996 Executive Vice President Deposit Services MICHAEL L. ALLEN 2018 Executive Vice President Chief Banking Officer JOHN D. LANE 2018 Executive Vice President Chief Credit & Risk Officer THOMAS R. NEIKIRK 1994 Senior Vice President Commercial Lending Team Leader ALFRED F. THOMPSON, JR. 1996 Senior Vice President Credit Administration ADAM T. COOK 2006 Senior Vice President Loan Administration FELICIA M. HOUGH 2009 Senior Vice President Branch Administration COURTNEY M. ERMINIO 2010 Senior Vice President Risk Officer CRAIG E. REAY 2011 Senior Vice President Credit Administration ROBERT J. DAWSON 2015 Senior Vice President Commercial Lending Team Leader CAROLE L. SHAULL 2015 Senior Vice President Human Resources J TODD PRICE 2016 Senior Vice President Commercial Lending Team Leader MICHAEL C. RANTTILA 2017 Senior Vice President Chief Financial Officer 12 Middlefield Banc Corp. 2020 Summary Annual Report GREG T. YURCO 2019 Senior Vice President Senior Commercial Lender GARY C. KERN 2020 Senior Vice President Chief Information Officer JULIE E. AMSDEN 2019 Corporate Secretary DAVID KUCERA 2004 Vice President Controller LAURA E. NEALE 2010 Vice President Commercial Lender LORI A. GRAHAM 2013 Vice President Compliance/CRA Officer DANIEL B. PLANT 2014 Vice President Mortgage Lending JOHN SOLICH 2015 Vice President Commercial Lender STANLEY GREGORIN, JR. 2018 Vice President Commercial Lender MELISSA M. MAKI 2018 Vice President Director of Marketing and Communications PATRICK G. PAOLETTA 2020 Vice President Commercial Lender KATHLEEN M. VANEK 1998 Assistant Vice President Mantua Branch Manager MARLIN J. MOSCHELL 2000 Assistant Vice President Orwell Lending Officer KEVIN J. MITCHELL 2007 Assistant Vice President Lender II MELISSA K. GAY 2008 Assistant Vice President Bank Secrecy Act Officer JEAN M. CARTER 2009 Assistant Vice President Chardon Branch Manager DALE L. MOORE 2009 Assistant Vice President Project Coordinator Bank Security Officer BRETT A. RICHEY 2010 Assistant Vice President Special Assets Manager STEPHEN J. LEBOLD 2012 Assistant Vice President Westerville Branch Manager LISABETH A. MULDOWNEY 2012 Assistant Vice President Garrettsville Branch Manager RACHEL GORDON 2015 Assistant Vice President Financial Reporting Manager WARREN R. COX, II 2016 Assistant Vice President Sunbury Branch Manager PATRICIA WADE 2020 Assistant Vice President Commercial Lender RACHEL DEAN 1985 Banking Officer Universal Banking Supervisor LISA A. SANBORN 2000 Banking Officer E-Banking Support Manager MICHELLE L. BAHLEDA 2014 Banking Officer Lender CHRISTOPHER N. PRATT 2014 Banking Officer Customer Experience Officer Middlefield Banc Corp. 2020 Summary Annual Report 13 MENTOR LAKE CHARDON ASHTABULA ORWELL BEACHWOOD NEWBURY SOLON TWINSBURG GEAUGA MIDDLEFIELD CORTLAND MANTUA GARRETTSVILLE TRUMBULL PORTAGE THE MIDDLEFIELD BANKING COMPANY LOCATIONS DELAWARE POWELL SUNBURY WESTERVILLE PLAIN CITY DUBLIN FRANKLIN COLUMBUS 14 Middlefield Banc Corp. 2020 Summary Annual Report CLEVELANDCOLUMBUSFRANKLINDELAWAREPORTAGETRUMBULLASHTABULA MENTOR LAKE CHARDON ASHTABULA ORWELL BEACHWOOD NEWBURY SOLON MIDDLEFIELD TWINSBURG GEAUGA CORTLAND MANTUA GARRETTSVILLE TRUMBULL PORTAGE Newbury 11110 Kinsman Road Suite 1 P.O. Box 208 Newbury, Ohio 44065 440.564.7000 Orwell 30 South Maple Street P.O. Box 66 Orwell, Ohio 44076 440.437.7200 Plain City 490 South Jefferson Avenue Plain City, Ohio 43064 614.689.2622 Administrative Offices 15200 Madison Road Middlefield, Ohio 44062 888.801.1666 Garrettsville 8058 State Street Garrettsville, Ohio 44231 330.527.2121 Powell 10628 Sawmill Parkway Powell, Ohio, 43065 614.392.5702 Beachwood 25201 Chagrin Boulevard Suite 120 Beachwood, Ohio 44122 216.359.5580 Chardon 348 Center Street P.O. Box 1078 Chardon, Ohio 44024 440.286.1222 Cortland 3450 Niles-Cortland Road Cortland, Ohio 44410 330.637.3208 Dublin 6215 Perimeter Drive Dublin, Ohio 43017 614.793.4631 Lake County Loan Production Office 8373 Mentor Avenue Mentor, Ohio 44060 440.632.8140 Mantua 10691 Main Street Mantua, Ohio 44255 330.274.0881 Middlefield Main 15985 East High Street P.O. Box 35 Middlefield, Ohio 44062 440.632.8115 Middlefield West 15545 West High Street P.O. Box 35 Middlefield, Ohio 44062 440.632.8113 Solon 6134 Kruse Drive Solon, Ohio 44139 440.542.3789 Sunbury 492 West Cherry Street Sunbury, Ohio 43074 740.913.0632 Twinsburg 2351 Edison Boulevard P.O. Box 560 Twinsburg, Ohio 44087 330.425.3033 Westerville 17 North State Street Westerville, Ohio 43081 614.890.7832 Middlefield Banc Corp. 2020 Summary Annual Report 15 DELAWARE SUNBURY POWELL WESTERVILLE PLAIN CITY DUBLIN FRANKLIN COLUMBUS CLEVELANDCOLUMBUSFRANKLINDELAWAREPORTAGETRUMBULLASHTABULA OUR CORE VALUES CORE VALUES Community Fostering relationships and maintaining the tradition of local support by being a trusted ambassador of the Bank. Every interaction within our communities is an opportunity to build deeper relationships with our customers and prospective customers. Customer Service Forging relationships by adding value through proactive and responsive service. QUALITY Team Focus Our team members are our most valuable asset. We support one another through collaboration, passion, and professionalism. Our people differentiate us from our competitors. 16 Middlefield Banc Corp. 2020 Summary Annual Report Shareholder Commitment Continuously building shareholder value by providing prudent and management combined stewardship of our resources. SHAREHOLDER INFORMATION CORPORATE HEADQUARTERS Middlefield Banc Corp. 15985 East High Street P.O. Box 35 Middlefield, Ohio 44062 888.801.1666 • 440.632.1666 fax: 440.632.1700 FORM 10-K AND 10-Q AVAILABILITY A copy of Middlefield Banc Corp.’s Annual Report on Form 10-K and Quarterly Reports on 10-Q filed with the Securities and Exchange Commission will be furnished to any shareholder, free of charge, upon written or e-mail request to: Donald L. Stacy Senior Vice President, Treasurer and CFO Middlefield Banc Corp. P.O. Box 35 Middlefield, Ohio 44062 or dstacy@middlefieldbank.com MARKET MAKERS The symbol for Middlefield Banc Corp. common stock is MBCN and the CUSIP is 596304204. Boenning & Scattergood, Inc. 866.326.8094 614.228.5391 www.boenninginc.com Keefe, Bruyette & Woods 800.342.5529 www.kbw.com NOTICE OF ANNUAL MEETING The Annual Meeting of Shareholders of Middlefield Banc Corp. will be held at 1:00 p.m. Eastern Time on Wednesday May, 12, 2021, via a live webcast at http://www.meetingcenter.io/227318170. You will need the control number located on your proxy card to participate. TRANSFER AGENT AND REGISTRAR American Stock Transfer & Trust Company 59 Maiden Lane Plaza Level New York, New York 10038 800.937.5449 INDEPENDENT AUDITORS S.R. Snodgrass, P.C. 2009 Mackenzie Way, Suite 340 Cranberry Township, Pennsylvania 16066 724.934.0344 INTERNET INFORMATION Information on the Company and its subsidiary bank is available on the Internet at www.middlefieldbank.bank. DIVIDEND PAYMENT DATES Subject to action by the Board of Directors, Middlefield Banc Corp. will pay dividends in March, June, September, and December. DIVIDEND REINVESTMENT AND STOCK PURCHASE PLAN Shareholders may elect to reinvest their dividends in additional shares of Middlefield Banc Corp.’s common stock through the Company’s Dividend Reinvestment Plan. To arrange automatic purchase of shares with quarterly dividend proceeds, please call 888.801.1666. DIRECT DEPOSIT OF DIVIDENDS The direct deposit program, which is offered at no charge, provides for automatic deposit of quarterly dividends directly to a checking or savings account with The Middlefield Banking Company. For information regarding this program, please call 888.801.1666. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS Middlefield Banc Corp. had approximately 977 shareholders of record as of February 3, 2021. Our common stock trades on the NASDAQ Capital Market under the ticker symbol MBCN. The following table shows the high and low bid prices of and cash dividends paid on the Company’s common stock during the periods indicated. The high and low bid prices are compiled from data available through NASDAQ. This information does not reflect retail mark-up, markdowns or commissions, and does not necessarily represent actual transactions. HIGH BID LOW BID CASH DIVIDENDS PER SHARE $ 27.73 $ 23.00 $ 21.50 $ 24.03 $ 22.49 $ 21.68 $ 25.24 $ 28.80 $ 12.00 $ 15.16 $ 17.15 $ 18.77 $ 19.76 $ 19.40 $ 19.93 $ 22.64 $ 0.150 $ 0.150 $ 0.150 $ 0.150 $ 0.150 $ 0.140 $ 0.140 $ 0.140 2020 First Quarter Second Quarter Third Quarter Fourth Quarter 2019 First Quarter Second Quarter Third Quarter Fourth Quarter Middlefield Banc Corp. 15985 East High Street, Middlefield, Ohio 44062 888.801.1666 www.middlefieldbank.bank

Continue reading text version or see original annual report in PDF format above