UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (date of earliest event reported): May 9, 2006
Middlefield Banc Corp.
(Exact name of registrant specified in its charter)
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| Ohio
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000-32561
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34-1585111 |
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| (State or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS Employer Identification No.) |
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| 15985 East High Street, Middlefield, Ohio
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44062-0035 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s
telephone number, including area code
(440) 632-1666
[not applicable]
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 8.01 Other Events.
On May 9, 2006, Middlefield Banc Corp. (“Middlefield”) announced that its Board of Directors
authorized the repurchase of up to 4.99% of Middlefield’s outstanding common stock in open market
or private transactions from time to time over the next 12 months. Middlefield currently has
approximately 1,349,253 shares outstanding. For additional information, reference is made to
Middlefield’s press release dated May 9, 2006, which is attached hereto as Exhibit 99.1 and
incorporated herein by this reference.
Item 9.01 Exhibits
(d) Exhibits.
The following exhibit is filed herewith:
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Exhibit No.
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Description of Exhibit |
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99.1
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Middlefield Banc Corp. May 9, 2006 press release |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Middlefield Banc Corp. |
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Date: May 9, 2006
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/s/ James R. Heslop, II |
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James R. Heslop, II
Executive Vice President and COO |