Common use of Number of Shares Awarded Clause in Contracts

Number of Shares Awarded. Middlefield Banc Corp. (“Middlefield”), an Ohio corporation, hereby awards to (the “Participant”) the right to become the owner of shares of Middlefield common stock if the terms and conditions of this Stock Award Agreement are satisfied, subject to a potential increase to as many as shares (125% maximum) based on satisfaction of the performance conditions of section 3(b). The number of shares awarded will be adjusted by the Plan Committee to account for stock dividends, stock splits, or other changes in capital structure. The Participant is not and will not be the owner of the shares and the shares are not and will not be outstanding until the date when the conditions to the Participant’s entitlement to the shares are satisfied, as provided in section 3. This award is subject to the terms and conditions of the 2017 Omnibus Equity Plan and this Stock Award Agreement. Terms that are defined in the 2017 Omnibus Equity Plan are used in this Stock Award Agreement as they are defined in the 2017 Omnibus Equity Plan. By entering into this Stock Award Agreement the Participant agrees to the post-employment restrictions of section 14.

Number of Shares Awarded. Middlefield Banc Corp. (“Middlefield”), an Ohio corporation, hereby awards to (the “Participant”) the right to become the owner of shares of Middlefield common stock if the terms and conditions of this Stock Award Agreement are satisfied, subject to a potential increase to as many as shares (125% maximum) based on satisfaction of the performance conditions of section 3(b). The number of shares awarded will be adjusted by the Plan Committee to account for stock dividends, stock splits, or other changes in capital structure. The Participant is not and will not be the owner of the shares and the shares are not and will not be outstanding until the date when the conditions to the Participant’s entitlement to the shares are satisfied, as provided in section 3. This award is subject to the terms and conditions of the 2017 2007 Omnibus Equity Plan and this Stock Award Agreement. Terms that are defined in the 2017 2007 Omnibus Equity Plan are used in this Stock Award Agreement as they are defined in the 2017 2007 Omnibus Equity Plan. By entering into this Stock Award Agreement the Participant agrees to the post-employment restrictions of section 14.

Number of Shares Awarded. Middlefield Banc Corp. (“Middlefield”), an Ohio corporation, hereby awards to (the “Participant”) the right to become the owner of shares of Middlefield common stock if the terms and conditions of this Stock Award Agreement are satisfied, subject to a potential increase to as many as _____ shares (125% maximum) based on satisfaction of the performance conditions of section 3(b). The number of shares awarded will be adjusted by the Plan Committee to account for stock dividends, stock splits, or other changes in capital structure. The Participant is not and will not be the owner of the shares and the shares are not and will not be outstanding until the date when the conditions to the Participant’s entitlement to the shares are satisfied, as provided in section 3. This award is subject to the terms and conditions of the 2017 Omnibus Equity Plan and this Stock Award Agreement. Terms that are defined in the 2017 Omnibus Equity Plan are used in this Stock Award Agreement as they are defined in the 2017 Omnibus Equity Plan. By entering into this Stock Award Agreement the Participant agrees to the post-employment restrictions of section 14.

Number of Shares Awarded. Middlefield Banc Corp. (“Middlefield”), an Ohio corporation, hereby awards to (the “Participant”) the right to become the owner of shares of Middlefield common stock if the terms and conditions of this Stock Award Agreement are satisfied, subject to a potential increase to as many as shares (125% maximum) based on satisfaction of the performance conditions of section 3(b3 (b). The number of shares awarded will be adjusted by the Plan Committee to account for stock dividends, stock splits, or other changes in capital structure. The Participant is not and will not be the owner of the shares and the shares are not and will not be outstanding until the date when the conditions to the Participant’s entitlement to the shares are satisfied, as provided in section 3. This award is subject to the terms and conditions of the 2017 Omnibus Equity Plan and this Stock Award Agreement. Terms that are defined in the 2017 Omnibus Equity Plan are used in this Stock Award Agreement as they are defined in the 2017 Omnibus Equity Plan. By entering into this Stock Award Agreement the Participant agrees to the post-employment restrictions of section 14.