UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): November 13, 2025

Farmers & Merchants Bancorp
(Exact name of registrant as specified in its charter)

Delaware
000-26099
94-3327828
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

111 West Pine Street, Lodi, California
   95240
(Address of principal executive offices)
  
(Zip Code)

Registrant’s telephone number, including area code: (209) 367-2300

Former name or former address, if changed since last report
Not Applicable

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:

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
  
Trading
Symbol(s)
  
Name of each exchange
on which registered
None
  
Not applicable
  
Not applicable

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01
Other Events

On November 13, 2025, Farmers & Merchants Bancorp (the “Company”) issued a press release announcing that it will temporarily offer a special voluntary program through which shareholders owning 99 shares or less of FMCB common stock, as of November 12, 2025, may sell all of their shares without paying any fees. This program allows eligible shareholders to easily sell all their shares in a convenient and efficient manner, while providing an opportunity to increase their liquidity and diversify their portfolio. A copy of this press release is included as Exhibit 99 and incorporated herein by reference.
 
Item 9.01
Financial Statements and Exhibits

(d)
Exhibits


Exhibit No. Description of Exhibits

   

 99
Press release announcing that it will temporarily offer a special voluntary program through which shareholders owning 99 shares or less of FMCB common stock, as of November 12, 2025, may sell all of their shares without paying any fees, a copy of which is included as Exhibit 99 and incorporated herein by reference.

   

104
Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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.
FARMERS & MERCHANTS BANCORP

   

By
 /s/ Bart R. Olson
  

     

   

 
Bart R. Olson

 
Executive Vice President

 
& Chief Financial Officer

   
Date:  November 13, 2025