2021
Summary
Annual Report
1500000
1200000
900000
600000
300000
0
TOTAL ASSETS
(in thousands)
NET LOANS OUTSTANDING
(in thousands)
$
1
,
3
9
1
,
9
7
9
$
1
,
3
3
1
,
0
0
6
$
1
,
2
4
8
3
9
8
,
$
1
,
1
8
2
4
7
5
,
$
1
,
1
0
6
3
3
6
,
$
9
8
4
6
8
1
,
$
9
7
7
4
9
0
,
$
9
1
6
0
2
3
,
$
1
,
0
9
0
6
2
6
,
$
9
6
7
3
4
9
,
Earnings Per Share:
2021 $3.01 compared to 2020 $1.31
130% increase
over 2020
NET INCOME
(in thousands)
BOOK VALUE PER SHARE
,
$
1
8
6
3
3
,
$
1
2
4
3
1
$
1
2
7
1
1
,
,
$
9
4
5
5
,
$
8
3
4
9
$
2
4
6
8
.
$
2
2
5
4
.
$
2
1
4
5
.
$
1
9
7
7
.
$
1
8
6
3
.
TOTAL ASSETS
(in thousands)
NET LOANS OUTSTANDING
(in thousands)
CHAIRMAN’S LETTER TO SHAREHOLDERS:
1500000
1200000
900000
600000
300000
0
$
1
,
3
9
1
,
9
7
9
$
1
,
3
3
1
,
0
0
6
$
1
,
2
4
8
,
3
9
8
$
1
,
1
8
2
,
4
7
5
$
1
,
1
0
6
,
3
3
6
$
9
8
4
,
6
8
1
$
9
7
7
,
4
9
0
$
9
1
6
,
0
2
3
$
1
,
0
9
0
,
6
2
6
$
9
6
7
,
3
4
9
NET INCOME
(in thousands)
BOOK VALUE PER SHARE
$
1
8
,
6
3
3
$
1
2
,
4
3
1
$
1
2
,
7
1
1
$
9
,
4
5
5
$
8
,
3
4
9
$
2
4
.
6
8
$
2
2
.
5
4
$
2
1
.
4
5
$
1
9
.
7
7
$
1
8
.
6
3
As Middlefield emerges from the COVID-19 pandemic,
management and the Board are focused on creating the
necessary infrastructure to succeed in an increasingly
dynamic and competitive business environment. In many
ways, 2021 was a year of significant transformation for
Middlefield and I am proud of the progress our Company
is making.
After 35 years at Middlefield and 26 years as our
President and Chief Executive Officer, Tom Caldwell will
retire from the Company on March 31, 2022. Under Tom’s
leadership, Middlefield has grown significantly, achieved
strong financial performance, and built a robust platform
for long-term success. On behalf of Middlefield’s
employees, management team, and Board of Directors,
I want to thank Tom for his dedication and service and
wish him well on his much-deserved retirement.
Our Board went through a thorough and extensive
succession plan that looked at both external and internal
candidates. Ultimately, we appointed Jim Heslop as
President and Chief Executive Officer because of his
flawless track record of leadership, development, and
operational excellence. In addition, Jim has been an
active member of the Ohio community banking industry
for over 40 years, including 26 years at Middlefield as
Executive Vice President and Chief Operating Officer.
This provides him with the right values, experience, and
skillset to support our corporate mission and respectively
serve our communities, customers, and associates, while
creating sustainable value for our shareholders.
Supporting Jim is a leadership team of experienced and
motivated bankers and a talented Board of Directors. We
added proven leaders to both the Middlefield Banc Corp.
and The Middlefield Banking Company Boards as part of
our continual Board refresh initiatives. During 2021, Jennifer
Moeller was added to the Board of Directors of The
Middlefield Banking Company, and Kevin DiGeronimo was
added to the Board of Directors of Middlefield Banc Corp.
As experienced executives and active members of our
communities, Jennifer and Kevin are wonderful additions to
the Boards of Middlefield Banc Corp. and The Middlefield
Banking Company and I look forward to their contributions.
I also want to acknowledge Clayton W. Rose, III who
retired from our Board in November 2021. Clay was a
dedicated and skillful Board member and I wish him well
on his retirement. In addition to Tom’s retirement as Chief
Executive Officer, he has also resigned from the Board
of Directors of both the Middlefield Banc Corp. and The
Middlefield Banking Company. With Tom’s retirement,
Middlefield Banc Corp. took action to reduce the size of
its Board of Directors from ten to nine members.
In addition to our succession planning and adding new
directors, our Board engaged an outside advisor to
review and modernize all executive compensation and
annual incentive programs. We created an ESG mission
statement and began pursuing a comprehensive ESG
framework to guide our efforts into the future. As part of
our robust Strategic Planning process, we worked with
management to create a new three-year strategic plan
that is focused on growing our Bank across our Northeast
Ohio and Central Ohio markets. We also continue to
maintain an Advisory Board in the Central Ohio market,
comprised of business leaders and active members of
our Central Ohio communities, that is focused on helping
us grow our Bank within this compelling market.
As you can see, it was a very active year of progress for
the Board and transformation for Middlefield. The Board
is committed to pursuing initiatives that create continual
value for all our shareholders. In fact, Middlefield
returned 85% of 2021 earnings to shareholders through
our share repurchase and dividend programs. We also
continued our consistent track record of increasing our
regular cash dividend. This included a 13.3% year-over-
year increase in our regular fourth quarter dividend
payment to $0.17 per share, and the Board approved
a $0.04 special dividend that was also paid in the 2021
fourth quarter.
I am proud of the progress we made in 2021, and excited
by the opportunities we have in the future to create
additional value for our customers, team members,
communities, and shareholders. Our continued success
and ability to serve our customers is a direct result of our
team’s 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. 2021 Summary Annual Report 1
TO OUR SHAREHOLDERS AND FRIENDS:
To put the last 35 years into perspective, we expanded
from just three offices in Northeast Ohio to 16 offices
and an LPO throughout Northeast and Central Ohio. We
completed three successful acquisitions and conducted
three highly successful capital raises in the last decade.
The Bank’s assets increased from $134.6 million at
December 31, 1995, to $1.33 billion at December 31, 2021,
while core pre-tax pre-provision earnings have increased
from $2.6 million for the year ended December 31, 1995
to $23.4 million at December 31, 2021. Most importantly
for our shareholders, $100 invested in Middlefield on
December 31, 1996 was worth $746 at December 31, 2021,
including dividend reinvestment. This legacy of value
creation compares favorably to many of our peers and
outperformed the Nasdaq Bank Index over this time.
More recently, 2021 was a transformative year for
Middlefield as we continued to navigate a low interest
rate environment and the prolonged effects of the
COVID-19 pandemic. Middlefield participated in several
COVID-19 related relief programs, while also doing our
part to protect the health and safety of our customers and
team members. Over the past two years, we helped our
customers receive $212.6 million in Payment Protection
Program (“PPP”) loans, including $67.6 million in 2021.
As a local and responsive community bank, of the
customers that received PPP funding over the past two
years, over 45% were new relationships to Middlefield.
I am pleased that we have been able to continue
relationships with many of these customers even as we
have processed $178.4 million of PPP loan forgiveness
over the past two years.
The Middlefield Banking Company strives to be a leader,
an advocate, and a partner for the communities we serve
through financial and volunteer contributions. Our officers
and employees participate in a variety of programs to
support basic needs, direct services, financial literacy,
affordable housing, and economic growth.
Our community-oriented values continued to drive our
financial success. For 2021, we achieved record financial
results. Net income for the year ended December 31,
2021, increased 123.2% to a record $18.6 million, or a
record $3.00 per diluted share, from $8.3 million, or $1.30
per diluted share for the same period last year. This was
driven by an 11.3% increase in net interest income, strong
asset quality, controlled noninterest expense, and a 20.3%
increase in noninterest income. In addition, our book value
REFLECTING ON MY TIME AT
MIDDLEFIELD OVER THE PAST 35
YEARS, I AM PROUD OF WHAT WE
HAVE ACCOMPLISHED TOGETHER
AND THE VALUE WE HAVE CREATED
FOR OUR CUSTOMERS, ASSOCIATES,
LOCAL COMMUNITIES, AND
SHAREHOLDERS. MOST IMPORTANTLY,
AS I RETIRE FROM MY DUTIES AT
MIDDLEFIELD ON MARCH 31, 2022,
I AM THRILLED BY THE COMPANY’S
STRONG POSITION, THE LEADERSHIP
TEAM WE HAVE BUILT, AND THE
OPPORTUNITIES WE ARE PURSUING
TO CREATE ADDITIONAL VALUE FOR
ALL OUR STAKEHOLDERS.
2 Middlefield Banc Corp. 2021 Summary Annual Report
per share increased 9.5% to a record $24.68 per share.
Allocating excess capital is an important component of
our strategic plan that is focused on creating sustainable
value for our shareholders. I am pleased to report that we
returned a record amount of capital to our shareholders in
2021 through our share repurchase program and growing
dividend policy. During 2021, we invested $12.3 million
in our share repurchase program, retiring approximately
8.0% of our outstanding shares, and at an average price
of $23.99 or 109.6% of our tangible book value of $21.88
at December 31, 2021. In addition, we paid $4.2 million in
dividends during the year, reflecting an increase of 10.6%
over the prior year.
On February 14, 2022, Middlefield’s Board of Directors
increased the Company’s share repurchase program
by an additional 300,000 shares. Combined with the
69,566 shares available for repurchase pursuant to
the Board’s August 9, 2021 authorization, our current
repurchase program permits the Company to repurchase
a total of 369,566 shares, equating to approximately
6.3% of the Company’s 5,874,206 outstanding shares
at February 14, 2022.
As we look to the future, I am encouraged by the
direction we are headed. However, we understand
that to remain competitive we must continue to pursue
growth opportunities, invest in our operations, and
attract leading talent to our organization. We believe our
continued success starts with the leadership team we have
assembled. I am delighted that the Board appointed Jim
Heslop as the next President and Chief Executive Officer
of Middlefield Banc Corp. and The Middlefield Banking
Company, which will be effective on April 1, 2022. Having
worked with Jim for nearly three decades, I am confident
the Board made the right decision after an extensive
search of both internal and external candidates as part
of our succession planning.
During 2021, with the help and input of the Board, we
updated our three-year strategic plan aimed at guiding
our growth and capital allocation initiatives. This growth
will be focused on expanding our efforts to more
customers in Cuyahoga and Summit counties in Northeast
Ohio, and accelerating growth across our four Central
Ohio counties. These counties are dominated by large
regional and national institutions, and we believe our local,
independent and individual services offer a compelling
customer value proposition.
It is important to provide customers, especially in these
markets, with modern tools and services. We continue to
pursue relationships with innovative partners and FinTech
companies that enhance our customer experience and
expand our relationships. During 2021, we initiated a new
digital account-opening solution providing customers with
a modern and flexible approach to online deposit account
opening to be launched in early 2022. In December, we
formed a new, full-service digital insurance agency, MB
Insurance Services, for retail and commercial customers
that opened for business in February 2022.
As we expand our digital offerings, it is essential to
provide customers with the necessary tools to monitor
and protect their digital accounts and in 2021 we
added a new fraud prevention platform for checks and
ACH transactions.
As you can see, Middlefield continues to evolve and
adapt to the world around us, while maintaining the core
values that have made us successful throughout our
history. I am extremely proud to achieve another year
of record financial results in 2021, and I am confident
the Bank has the right platform, leadership team, and
strategies in place to continue to grow and create value
for our shareholders for many years to come.
I have dedicated much of my life to The Middlefield
Banking Company, and it is with mixed emotions that
I am announcing my retirement. I have had the honor
and privilege to work with amazing individuals over
the past 35 years that have been dedicated to helping
our communities and supporting our growth. All the
successes that the Bank and I have enjoyed would never
have been possible without the efforts and support of
Middlefield’s amazing team of associates. I am leaving
at a time when the Bank is in a strong position, and I
know Jim’s talents, respect for others, and dedication
to Middlefield will continue to move the Bank forward
for the benefit of our customers, team members,
communities, and shareholders.
On behalf of everyone at the Middlefield Banc Corp.,
I appreciate your continued support.
Sincerely,
Thomas G. Caldwell
President and Chief Executive Officer
Middlefield Banc Corp. 2021 Summary Annual Report 3
DECADE OF PROGRESS
(Dollar amounts in thousands, except earnings per share data)
2012
2013
2014
$ 28,746
$ 28,178
$ 27,874
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
4,070
23,804
370
23,434
3,588
17,850
9,172
1,992
$ 6,281
$ 7,028
$ 7,180
$670,288
$647,090
$677,531
593,335
568,836
586,112
55,437
53,473
63,867
400,654
428,679
463,738
7,779
1,208
120
10
7,046
6,846
929
125
10
570
139
10
$ 1.64
$ 1.74
$ 1.76
0.52
13.91
0.52
13.16
0.52
15.56
31.87%
29.84%
29.54%
$ 2,002
$ 2,048
$ 2,121
0.95%
11.98%
1.06%
13.17%
1.07%
12.17%
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. 2021 Summary Annual Report
2015
2016
2017
2018
2019
2020
2021
$ 28,595
$ 29,994
$ 43,995
$ 50,357
$ 54,525
$ 52,638
$ 52,335
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
4,065
48,270
700
47,570
7,206
32,078
22,698
4,065
$ 6,865
$ 6,416
$ 9,455
$ 12,431
$ 12,711
$ 8,349
$ 18,633
$735,139
$787,821
$1,106,336
$1,248,398
$1,182,475
$1,391,979
$1,331,006
624,447
62,304
527,325
6,385
776
143
10
629,934
878,194
1,016,067
1,020,843
1,225,200
1,166,610
76,960
602,542
6,598
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
139,448
1,090,626
6,768
1,550
189
16
13,459
3,149
184
16
145,335
967,349
14,342
(183)
185
16
$ 1.71
$ 1.52
$ 1.56
$ 1.92
$ 1.96
$ 1.31
$ 3.01
0.54
16.59
0.54
17.07
0.54
18.63
0.59
19.77
0.57
21.45
0.60
21.86
0.69
24.68
30.90%
36.13%
35.52%
30.40%
28.99%
45.92%
22.76%
$ 2,153
$ 2,318
$ 3,358
$ 3,779
$ 3,685
$ 3,834
$ 4,240
0.97%
10.62%
0.85%
9.33%
0.88%
8.52%
1.09%
9.94%
1.05%
9.35%
0.64%
6.07%
1.36%
12.74%
Middlefield Banc Corp. 2021 Summary Annual Report 5
CONSOLIDATED BALANCE SHEET
(Dollar amounts in thousands, except shares)
2021
2020
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
T
ime
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, 7,330,548 and 7,308,685
shares issued; 5,888,737 and 6,379,323 shares outstanding
Retained earnings
Accumulated other comprehensive income
Treasury stock, at cost; 1,441,811 and 929,362 shares
TOTAL STOCKHOLDERS’ EQUITY
$ 97,1 7 2
22,322
119,494
818
170,199
1,051
111,470
283,618
31,189
240,089
148,812
104,355
54,148
8,010
981,691
14,342
967,349
1 7,272
15,071
1,403
1 7,060
6,992
14,297
$ 92,874
19,543
112,417
609
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
$1,331,006
$1,391,979
$ 334, 1 7 1
196,308
177,2 8 1
260,1 2 5
198,725
1,166,610
—
—
—
12,901
6,1 6 0
$ 291,347
195,722
198,493
243,888
295,750
1,225,200
—
—
—
17,038
5,931
1,185, 6 7 1
1,248,169
8 7, 1 3 1
83 , 97 1
3,462
(29,229)
145,335
86,886
69,578
4,284
(16,938)
143,810
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
$1,331,006
$1,391,979
See accompanying notes to the consolidated financial statements.
6 Middlefield Banc Corp. 2021 Summary Annual Report
CONSOLIDATED STATEMENT OF INCOME
(Dollar amounts in thousands, except per share data)
2021
2020
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
Gains (losses) 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
Net gain (loss) 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
$47,896
90
3
1,679
2,565
102
52,335
3,913
—
152
4,065
48,270
700
47,570
3,425
209
546
1,240
1,786
7,206
17,151
2,178
1,361
2,880
1,144
494
1,313
11
885
361
321
3,979
32,078
22,698
4,065
$18,633
$ 3.01
3.00
$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
See accompanying notes to the consolidated financial statements.
Middlefield Banc Corp. 2021 Summary Annual Report 7
TOM CALDWELL
Rachel Dean
Banking Officer, UB Supervisor:
“ I have spent my entire career at MBC and owe my livelihood for the last 35+ years to
Tom and his guidance. I have long admired his dedication to our communities and greatly
appreciate his desire to maintain an organization we can all be proud of! A Thank You
seems insufficient but is all I have to offer. Enjoy your well-deserved retirement! You have
most certainly earned it.”
Celebrating
Kevin Helmick
President and CEO, Farmers Bank:
“ Tom is an industry leader and always cared
about community banking. His involvement
in the ICBA and community organizations
were exemplary. He was always willing to
take time and discuss issues that faced all
of us in the banking industry. He was a fair
and respected competitor, and I wish him all
the best in a well-deserved, next chapter.”
Jim Long
Orwell Branch Manager:
“ Tom never hid behind his title and was always down to earth. I was impressed when
he came out to Orwell to discuss Core Values and was not donning a tie. He made me
feel immediately at ease. I always felt Tom supported each and every employee. He was
a great leader and more importantly a great person.”
Karen Branham
Retired AVP, Deposit Operations Manager:
“ Congratulations Tom! Thank you for always being available to talk to or listen when needed
and for being such a good sport. One of the moments I fondly remember was your willingness to
volunteer for the dunking machine at the Relay for Life event. You never made it into the water
due to lightning—but you volunteered and that was the important part! Enjoy your retirement
with your beautiful wife, Tami, and family!”
8 Middlefield Banc Corp. 2021 Summary Annual Report
Mike Toth
President and CEO
Westfield Bank:
“ Congratulations on an
incredibly successful career.
Thanks for all that you’ve
done to help support so
many businesses and families
across the community.
Well done, Tom!”
TOM CALDWELL
G. Scott McComb
Chairman, President and CEO,Heartland Bank:
“ I met Tom through my interactions in the industry and we became friends when I got more
involved in the CBAO/ICBA. You always know where you stand with Tom. His matter-of-
fact demeanor and ability to bring home his point and at the same time build relationships
is something to admire. An American success story for sure! Congratulations, Tom, for
making it to the finish line. Amy and I, along with the entire Heartland Family, wish you
and your family the best as you enter this new stage of life. Cheers, pal!”
James W. Everson Sr.
Chairman, President and CEO
Unified Bank:
36 Years of Leadership
“ Welcome to the world of retired Bank
Presidents and CEOs, Tom. You have
worked long and hard to reach this
goal and congratulations to you for
making it. My having traveled this path
a few years ago, perhaps your greatest
challenge in retirement will be going
from being ‘consequential’ to being
‘inconsequential,’ but I assure you that
once you get used to this, you will
love retirement. Keep busy and always
have something to look forward to and
you will find retirement to be as great
as I have. Job well done, Tom!”
Colleen Pirrmann
Dublin Branch Manager:
“ Wishing you all good things as you enter retirement.
Thanks for your leadership and for making Middlefield
Bank a great place to work. Please be sure to stop in
the Dublin Branch to say ‘hi’ on your annual trip to
the Memorial Tournament! All the best!”
Ben Garlich
Mayor of Middlefield, Ohio:
“ As a lifetime customer of Middlefield Bank, Tom was there through
the many government requirements and regulatory evolutions.
I appreciated how I never just became a number with Tom.
His personal attention and the relationship he maintained with
me was valued and appreciated.”
Middlefield Banc Corp. 2021 Summary Annual Report 9
Chris Hess
Beachwood Branch Manager:
“ Tom is one of those leaders that knew he had
good people in place to help the organization
serve our customers and communities in
a way that reflected our commitment to be
a true Community Bank. He always let us
‘Do our thing’ because he knew what we were
doing was following the same dedication
and values that he held himself. Thank you,
Tom, for your dedication to customers,
our communities and us. God Bless you in
a well-deserved retirement.”
Sheila Schroer
Chief Examiner, Ohio Division of
Financial Institutions:
“ Tom, I sincerely hope you enjoy a
long, happy, and healthy retirement.
You have earned it. While you may
not have always agreed with the
regulators on every point, there has
always been an atmosphere of mutual
respect and partnership. I have always
appreciated your candor and opinions.
You have always had the best interest
of the Bank—its employees, customers,
and shareholders—at heart. It has
been a pleasure to work with you.
Congratulations and best wishes for a
well-deserved, happy retirement!”
Jack Gregorin
VP Commercial Lending:
“ Since the day I arrived at MBC, I have
admired the easygoing way that Tom has
led the Bank. He has trusted the
capabilities of those that represent the
Bank and made it clear that his support
was always available. Wishing you all the
best in the next chapter, Mr. Caldwell.”
10 Middlefield Banc Corp. 2021 Summary Annual Report
Ben Pachla
Account Executive Officer,
Travelers:
“ Retirement?! All kidding aside, congrats,
Tom! It’s been a pleasure getting to
know you and Middlefield Bank over
the past several years. I will always value
our relationship and have enjoyed
working together with both Joe Jr.
and Joe Sr. at the insurance agency!
Best wishes to you and your family...
and continued success!”
Middlefield Bank is celebrating
its 120th anniversary of dedicated
community banking. A lot has
changed in 120 years, but one
thing has remained constant —
our belief in the role we have in
shaping the financial success
of our communities, local
businesses, and every customer
that walks through our doors.
Middlefield Banc Corp. 2021 Summary Annual Report 11
COMMUNITY COMMITMENT
COMMUNITY INVOLVEMENT 2021
As a community bank, The Middlefield Banking
Company strives to be leader, an advocate, and
a partner for the communities we serve. As our
President and CEO Thomas Caldwell has said,
“community banks are the ‘lifeblood of the
community’.”
In 2021, the Bank celebrated its 120th anniversary
which was not only cause for celebration but a
chance to take stock of the values we hold dear.
Though much has changed in the past 120 years,
one thing has remained constant—our belief in the
role we have in shaping the financial success of our
communities, local businesses, and every customer
that walks through our doors.
Through collaborating with groups and organizations
that reside in the communities we serve, we can
further extend the reach of our own impact. Our
officers and employees are in leadership roles of
more than 20 organizations including non-profits,
direct services, and education.
Below is a list of some of those organizations:
Affordable Housing Trust (Columbus and Franklin
County)
Ashtabula Community Foundation
Children’s Advocacy Center (Portage)
Crossroads/Beacon Health (Cuyahoga)
Financial Empowerment (Portage and 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 Cleveland and Mahoning Valley)
Next Step (Geauga and Portage)
Rotary Clubs (Burton/Middlefield and Chardon)
United Way (Central Ohio, Delaware, Greater
Cleveland, Geauga, Lake, Portage, Union, Summit
and Trumbull)
Women’s Recovery Center (Cuyahoga)
WomenSafe at the Green House (Chardon)
ENVIRONMENTAL, SOCIAL, AND GOVERNANCE (ESG) MISSION STATEMENT
The Middlefield Banking Company (MB) will ensure that it has respectful and responsible social policies
within the organization, the communities it serves and the banking industry as a whole. MB will be accountable
for its environmental footprint in its owned and leased facilities. MB will ensure that it has ethical and fair
governance policies and practices including a framework for monitoring and auditing results.
12 Middlefield Banc Corp. 2021 Summary Annual Report
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.
THOMAS G. CALDWELL 1997
President and Chief Executive Officer
Middlefield Banc Corp.
The Middlefield Banking Company
JAMES R. HESLOP, II 2001
Executive Vice President
Chief Operating Officer
Middlefield Banc Corp.
The Middlefield Banking Company
JAMES J. McCASKEY 2004
President
McCaskey Landscape and Design, LLC
CAROLYN J. TURK, C.P.A. 2004
Senior Internal Auditor
Molded Fiber Glass Companies
KENNETH E. JONES 2008
Retired Financial Executive
DARRYL E. MAST 2013
Retired: Hattie Larlham Care Group and
Hattie Larlham Foundation
THOMAS BEVAN 2017
Chief Executive Officer
Bevan & Associates, LPA, Inc.
MICHAEL VOINOVICH 2020
Executive Vice President and
Chief Investment Officer of
ECHO Health, Inc.
KEVIN DIGERONIMO 2021
President
DiGeronimo Development
JENNIFER L. MOELLER* 2021
Angel Investor
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. 2021 Summary Annual Report 13
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. SHAW
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 Lender
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 Lender
CAROLE L. SHAULL 2015
Senior Vice President
Human Resources
DONALD L. STACY 1999
Senior Executive Vice President
Treasurer
JAMES R. HESLOP, II 1996
Executive Vice President
Chief Operating Officer
CHARLES O. MOORE 2016
President, Central Ohio
TERESA M. HETRICK 1996
Executive Vice President
Deposit Services
MICHAEL C. RANTTILA 2017
Executive Vice President
Chief Financial Officer
MICHAEL L. ALLEN 2018
Executive Vice President
Chief Banking Officer
THOMAS R. NEIKIRK 1994
Senior Vice President
Commercial Lender
ALFRED F. THOMPSON, JR. 1996
Senior Vice President
Credit Administration
14 Middlefield Banc Corp. 2021 Summary Annual Report
GREG T. YURCO 2019
Senior Vice President
Senior Commercial Lender
GARY C. KERN 2020
Senior Vice President
Chief Information Officer
MICHAEL E. KARCHER 2021
Senior Vice President
Commercial Lender
JULIE E. SHAW 2019
Corporate Secretary
DAVID KUCERA 2004
Vice President
Controller
LAURA E. NEALE 2010
Vice President
Commercial Lender
BRETT A. RICHEY 2010
Vice President
Special Assets Manager
LORI A. GRAHAM 2013
Vice President
Compliance/CRA Officer
DANIEL B. PLANT 2014
Vice President
Mortgage Lending
JOHN SOLICH 2015
Vice President
Commercial Lender
STEVEN FLEYSHMAN 2015
Vice President
Credit Manager
STANLEY GREGORIN, JR. 2018
Vice President
Commercial Lender
MELISSA M. MAKI 2018
Vice President
Director of Marketing and
Communications
DALE L. MOORE 2009
Assistant Vice President
Project Coordinator
Bank Security Officer
STEPHEN J. LEBOLD 2012
Assistant Vice President
Westerville Branch Manager
LISABETH A. MULDOWNEY 2012
Assistant Vice President
Garrettsville Branch Manager
PATRICK G. PAOLETTA 2020
Vice President
Commercial Lender
WARREN R. COX, II 2016
Assistant Vice President
Sunbury Branch Manager
REBECCA BRAHENEY, CPA 2021
Vice President
Chief Accounting Officer
RACHEL DEAN 1985
Banking Officer
Universal Banking Supervisor
KATHLEEN M. VANEK 1998
Assistant Vice President
Mantua Branch Manager
COLLEEN M. PIRRMANN 2011
Banking Officer
Dublin Branch Manager
MARLIN J. MOSCHELL 2000
Assistant Vice President
Orwell Lending Officer
MICHELLE L. BAHLEDA 2014
Banking Officer
Lender
KEVIN J. MITCHELL 2007
Assistant Vice President
Lender II
CHRISTOPHER N. PRATT 2014
Banking Officer
Customer Experience Officer
MELISSA K. GAY 2008
Assistant Vice President
Bank Secrecy Act Officer
JEAN M. CARTER 2009
Assistant Vice President
Chardon Branch Manager
CHRISTOPHER J. HESS 2018
Banking Officer
Beachwood Branch
Middlefield Banc Corp. 2021 Summary Annual Report 15
COMMUNITY INVOLVEMENT
President Central Ohio Charles O. Moore
presents a $10,000 donation check to Lark
Mallory, CEO of the Affordable Housing
Trust for Columbus and Franklin County.
Our Sunbury Branch gets into the holiday
spirit with a Grinch Themed Parade float
at Sunbury Chamber’s Christmas on the
Square event.
SVP, Branch Administration Felicia Hough
speaks at the Heritage Marketplace in
Middlefield to discuss financial scam
prevention tips to the local community.
Our Chardon Branch at St. Mary School’s
Trunk or Treat event for spooky good time
with candy and refreshments for all.
Orwell Team Members, along with
President and CEO Tom Caldwell and EVP,
Chief Banking Officer Mike Allen attend
the Orwell Village Centennial.
Our Deposit Operations team collected
goodies for our furry friends at Rescue
Village in Geauga County. Pam Malcuit,
Deposit Operations Specialist and Nicole
Marchio, Deposit Operations Manager made
the donation on behalf of Middlefield Bank
to Jamie Smith from Rescue Village.
The Mantua Branch marches in support of the town’s annual
Potato Festival.
MB’s Dave and Lauren Harth present a $550 check to the
Geauga County Dog Shelter from funds raised via the Risk
and Compliance teams. Also pictured are shelter volunteer
Virginia and Deputy Warden Cindy.
16 Middlefield Banc Corp. 2021 Summary Annual Report
Orwell Branch Manager Jim Long volunteers
at Junior Achievement of Ashtabula’s
Designer Bag Bingo event.
VP, Commercial Lending John Solich
represents Middlefeld Bank as a member of
Geauga Growth Partnership’s Board at their
annual Fast Track 50 event.
VP, Marketing and Communications Director
Melissa Maki visits Lakeview Local Schools
to teach 7th and 8th graders a course from
Junior Achievement of Mahoning Valley.
The Garrettsville team attended the town’s
annual Peach Social and Car Cruise. The team
even helped make and serve the event’s
famed peach pies.
The Risk Department presents a $500
check to WomenSafe, a nonprofit
domestic violence shelter serving
Northeast Ohio as part of Domestic
Violence Awareness Month.
The Solon Team shows their strength during
our 120th Anniversary Celebration.
MB partnered with United Way Services of Geauga County to
help distribute food to families at Kent State University, Geauga
Campus and Twinsburg Academic Center. Pictured are Karen Perko
and Claudia Toth of UWGC and Melissa Maki and Universal Banking
Supervisor Rachel Dean of Middlefeld Bank.
Our Twinsburg Branch celebrates their Community Appreciation Day
complete with food from Chasin’ Tails BBQ, giveaways, and lots of
fun had by friends and customers.
Middlefield Banc Corp. 2021 Summary Annual Report 17
MENTOR
LAKE
CHARDON
ASHTABULA
ORWELL
BEACHWOOD
NEWBURY
SOLON
TWINSBURG
GEAUGA
MIDDLEFIELD
CORTLAND
MANTUA
GARRETTSVILLE
PORTAGE
TRUMBULL
THE MIDDLEFIELD BANKING COMPANY LOCATIONS
DELAWARE
POWELL
SUNBURY
PLAIN CITY
WESTERVILLE
DUBLIN
FRANKLIN
COLUMBUS
18 Middlefield Banc Corp. 2021 Summary Annual Report
CLEVELANDCOLUMBUSFRANKLINDELAWAREPORTAGETRUMBULLASHTABULA
MENTOR
LAKE
CHARDON
BEACHWOOD
NEWBURY
SOLON
MIDDLEFIELD
TWINSBURG
GEAUGA
ASHTABULA
ORWELL
CORTLAND
MANTUA
GARRETTSVILLE
PORTAGE
TRUMBULL
Administrative Offices
Garrettsville
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
Powell
15200 Madison Road
8058 State Street
10628 Sawmill Parkway
Middlefield, Ohio 44062
Garrettsville, Ohio 44231
Powell, Ohio, 43065
888.801.1666
Beachwood
330.527.2121
614.392.5702
Lake County Loan
Solon
25201 Chagrin Boulevard
Production Office
Suite 120
8373 Mentor Avenue
6134 Kruse Drive
Solon, Ohio 44139
Beachwood, Ohio 44122
Mentor, Ohio 44060
440.542.3789
216.359.5580
Chardon
348 Center Street
P.O. Box 1078
440.632.8140
Mantua
Sunbury
492 West Cherry Street
10691 Main Street
Sunbury, Ohio 43074
Mantua, Ohio 44255
740.913.0632
Chardon, Ohio 44024
330.274.0881
Twinsburg
440.286.1222
Cortland
Middlefield Main
2351 Edison Boulevard
15985 East High Street
P.O. Box 560
3450 Niles-Cortland Road
P.O. Box 35
Twinsburg, Ohio 44087
Cortland, Ohio 44410
Middlefield, Ohio 44062
330.425.3033
330.637.3208
Dublin
6215 Perimeter Drive
Dublin, Ohio 43017
614.793.4631
440.632.8115
Westerville
Middlefield West
17 North State Street
15545 West High Street
Westerville, Ohio 43081
P.O. Box 35
614.890.7832
Middlefield, Ohio 44062
440.632.8113
Middlefield Banc Corp. 2021 Summary Annual Report 19
DELAWARE
POWELL
SUNBURY
PLAIN CITY
WESTERVILLE
DUBLIN
FRANKLIN
COLUMBUS
CLEVELANDCOLUMBUSFRANKLINDELAWAREPORTAGETRUMBULLASHTABULA 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.
CORE
VALUES
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.
SHAREHOLDER
COMMITMENT
Continuously building
shareholder value by
providing prudent and fiscally
responsible management
combined with effective
and efficient stewardship of
our resources.
20 Middlefield Banc Corp. 2021 Summary Annual Report
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 1.800.736.3001.
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 947 shareholders of
record as of February 25, 2022. Our
common stock trades on the NASDAQ
Capital Market under the ticker
symbol MBCN. The table below 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.
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 11, 2022, via a live webcast
at http://www.meetnow.global/
MYFZMTM
You will need the control number
located on your proxy card to
participate.
TRANSFER AGENT AND REGISTRAR
Computershare
P.O. Box 505000
Louisville, KY 40233-5000
1.800.736.3001
INDEPENDENT AUDITORS
S.R. Snodgrass, P.C.
2009 Mackenzie Way, Suite 340
Cranberry Township, PA 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.
2021
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
2020
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
HIGH
CLOSE
LOW
CLOSE
CASH
DIVIDENDS
PER SHARE
$ 25.58
$ 24.48
$ 24.38
$ 27.55
$ 26.70
$ 22.38
$ 21.50
$ 23.47
$19.00
$20.60
$ 22.81
$ 23.38
$ 13.06
$ 15.74
$ 17.29
$ 19.00
$ 0.16
$ 0.16
$ 0.16
$ 0.21
$ 0.15
$ 0.15
$ 0.15
$ 0.15
Middlefield Banc Corp.
15985 East High Street, Middlefield, Ohio 44062
888.801.1666
www.middlefieldbank.bank