Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officer

Rex E. Kelly and Dan Magruder notified Peoples Financial Corporation (the "Company") on January 31, 2020 that they do not intend to stand for re-election and intend to retire from the Board of Directors of the Company, effective the date of the next annual meeting, which will be on April 22, 2020.

In connection with their upcoming retirements from the Company's Board of Directors, on January 31, 2020, Messrs. Kelly and Magruder also tendered their resignations from the Board of Directors of The Peoples Bank, Biloxi, Mississippi (the "Bank"). The Bank is a wholly owned subsidiary of the Company.

The Company issued a press release announcing these resignations on January 31, 2020.

Item 9.01. Financial Statements and Exhibits.





  (d) Exhibits




     99.1   Press Release issued by Peoples Financial Corporation dated January
          31, 2020, "Peoples Financial Corporation Announces Director
          Retirements."

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