As filed with the Securities and Exchange Commission on August 26, 2021
Registration Statement No. 333-257767
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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/26/21 Farmers & Merchants Bancorp Inc. POS AM 2:301K Edgarfilings Ltd. |
Document/Exhibit Description Pages Size 1: POS AM Post-Effective Amendment of a Registration HTML 76K Statement 2: EX-99.3 Miscellaneous Exhibit HTML 172K
OHIO | | | 6712 | | | 34-1469491 |
(State
or other jurisdiction of incorporation or organization) | | | (Primary Standard Industrial Classification Code Number) | | | (I.R.S.
Employer Identification No.) |
Thomas C. Blank, Esq. Martin D. Werner, Esq. Shumaker,
Loop & Kendrick, LLP 1000 Jackson Street (419) 241-9000 | | | Kimberly
J. Schaefer, Esq. Jeffrey E. Smith, Esq. Vorys, Sater, Seymour and Pease LLP 301 East Fourth Street Suite 3500 Great American Tower (513) 723-4068 |
Large
accelerated filer | | | ☐ | | | Accelerated filer | | | ☐ |
Non-accelerated
filer | | | ☐ (Do not check if a smaller reporting company) | | | Smaller reporting company | | | ☒ |
Exhibit No. | | | Description
of Exhibit |
| | Agreement and Plan of Reorganization and Merger, dated as of May 4, 2021 by and between Farmers & Merchants
Bancorp, Inc., The Farmers & Merchants State Bank and Perpetual Federal Savings Bank of Urbana (attached as Annex A to the proxy statement and prospectus contained in this Registration Statement) ** | |
| | ||
| | Farmers
& Merchants Bancorp, Inc. Articles of Incorporation, as amended (incorporated by reference to Exhibit 3.1 of F&M’s Quarterly Report on Form 10-Q filed on October 25, 2017) | |
| | ||
| | Code
of Regulations of Farmers & Merchants Bancorp, Inc., as amended (incorporated by reference to Exhibit 3.2 of F&M’s Form 10-Q filed on July 26, 2017) | |
| | ||
| | Opinion
of Shumaker, Loop & Kendrick, LLP (legality) ** | |
| | ||
| | Opinion
of Shumaker, Loop & Kendrick, LLP (tax matters) ** | |
| | ||
| | Opinion
of Vorys, Sater, Seymour and Pease LLP (tax matters) ** | |
| | ||
| | Voting
Agreement (attached as Annex A to the proxy statement and prospectus contained in this Registration Statement) ** | |
| | ||
| | Subsidiaries
of Farmers & Merchants Bancorp, Inc. (incorporated by reference to Exhibit 21 of registrant’s Annual Report on Form 10-K filed on February 28, 2021) | |
| | ||
| | Consent
of Crowe LLP ** | |
| | ||
| | Consent
of BKD, LLP ** | |
| | ||
| | Consent
of Shumaker, Loop & Kendrick, LLP (legality) (included in Exhibit 5.1) ** | |
| | ||
| | Consent
of Shumaker, Loop & Kendrick, LLP (tax matters) (included in Exhibit 8.1) ** | |
| | ||
| | Consent
of Vorys, Sater, Seymour and Pease LLP (tax matters) (included in Exhibit 8.2) ** | |
| | ||
| | Power
of Attorney included on “Signature” page of Form S-4 filed on July 8, 2021 | |
| | ||
| | Consent
of Keefe, Bruyette & Woods, Inc.** | |
| | ||
| | Form
of Proxy for Perpetual Federal Savings Bank of Urbana Shareholder Meeting ** | |
| | ||
| | Form
of Letter of Transmittal (filed herewith) |
** |
| | FARMERS
& MERCHANTS BANCORP, INC. | ||||
| | | | |||
| | By: | | | /s/
Lars B. Eller | |
| | | | Lars
B. Eller, Chief Executive Officer and President |
/s/ Lars B. Eller | | | Chief
Executive Officer, President and Director (Principal Executive Officer) |
| |||
| | ||
| | Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) | |
| |||
| | ||
/s/ Jack C. Johnson* | | | |
| | Chairman of the Board and Director | |
| | ||
/s/
Andrew J. Briggs* | | | |
| | Director | |
| | ||
/s/
Eugene N. Burkholder* | | | |
| | Director | |
| | ||
/s/
Jo Ellen Hornish* | | | |
| | Director | |
| | ||
/s/
Lori A. Johnson* | | | |
| | Director | |
| | ||
/s/
Marcia S. Latta* | | | |
| | Director | |
| | ||
/s/
Steven J. Planson* | | | |
| | Director | |
| | ||
/s/
Kevin J. Sauder* | | | |
| | Director | |
| | ||
/s/
Frank R. Simon* | | | |
| | Director | |
| | ||
/s/
K. Brad Stamm* | | | |
| | Director |
* | For each of the above directors pursuant to a power of attorney included on the “Signature” page of Form S-4 filed with the Commission on July 8, 2021. |
This ‘POS AM’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 8/26/21 | |||
7/8/21 | 4, S-4 | |||
5/4/21 | 8-K | |||
2/28/21 | ||||
10/25/17 | 10-Q | |||
7/26/17 | 10-Q | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 7/19/21 Farmers & Merchants Bancorp Inc. S-4/A 2:3.5M Donnelley … Solutions/FA 7/08/21 Farmers & Merchants Bancorp Inc. S-4 7:3.5M Donnelley … Solutions/FA 2/24/21 Farmers & Merchants Bancorp Inc. 10-K 12/31/20 131:34M ActiveDisclosure/FA 10/25/17 Farmers & Merchants Bancorp Inc. 10-Q 9/30/17 69:8.6M Donnelley … Solutions/FA 7/26/17 Farmers & Merchants Bancorp Inc. 10-Q 6/30/17 66:8.3M Donnelley … Solutions/FA |