0001437749-24-016603 Sample Contracts

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • May 14th, 2024 • Middlefield Banc Corp • State commercial banks • Ohio

This CHANGE IN CONTROL AGREEMENT (this "Agreement") is entered into effective as of this 12th day of February, 2024, by and between Middlefield Banc Corp., an Ohio corporation ("Middlefield"), and Sarah A. Winters, Senior Vice President and Chief Human Resources Officer of The Middlefield Banking Company, a subsidiary of Middlefield (the "Executive").

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SPLIT DOLLAR LIFE INSURANCE AGREEMENT
Split Dollar Life Insurance Agreement • May 14th, 2024 • Middlefield Banc Corp • State commercial banks

THIS SPLIT DOLLAR AGREEMENT (this "Agreement") is adopted this 1st day of February, 2021, by and between Liberty National Bank (the "Employer") and Thomas M. Wilson (the "Employee"), and formalizes the agreements and understanding between the Employer and the Employee.

FIRST AMENDMENT TO THE SUPPLEMENTAL EXECUTIVE RETIREMENT BENEFITS AGREEMENT
Supplemental Executive Retirement Benefits Agreement • May 14th, 2024 • Middlefield Banc Corp • State commercial banks

This First Amendment to the Supplemental Executive Retirement Benefits Agreement is adopted this 14th day of July, 2015, by and between Liberty National Bank, a national banking association (the "Bank") and Ronald Zimmerly, an individual resident of the State of Ohio (the "Executive").

SUPPLEMENTAL EXECUTIVE RETIREMENT BENEFITS AGREEMENT
Supplemental Executive Retirement Benefits Agreement • May 14th, 2024 • Middlefield Banc Corp • State commercial banks • Ohio

This Supplemental Executive Retirement Benefits Agreement (this ''Agreement") is made as of the 15th day of December, 2011, with an Effective Date of January I, 2012, by and between Liberty National Bank, a national banking association ("Bank"), and Ronald Zimmerly, an individual (''Executive").

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