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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): February 20, 2026
Orange
County Bancorp, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware |
001-40711 |
26-1135778 |
| (State
or Other Jurisdiction) |
(Commission
File No.) |
(I.R.S.
Employer |
| of
Incorporation) |
|
Identification
No.) |
| 212
Dolson Avenue, Middletown,
New York |
10940 |
| (Address
of Principal Executive Offices) |
(Zip
Code) |
Registrant's
telephone number, including area code: (845)
341-5000
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):
| ¨ | 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 |
| Common
Stock, par value $0.25 |
|
OBT |
|
The
Nasdaq Stock Market, LLC |
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 x
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.
Orange County Bancorp, Inc., parent company of
Orange Bank & Trust Company and Orange Investment Advisors, Inc. today announced a declaration of a $0.18 cash dividend per share
of its common stock. The dividend will be paid on March 16, 2026 to shareholders of record on March 4, 2026. A press release announcing
the declaration of the cash dividend is attached as Exhibit 99.1 to this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits |
| |
(a) |
|
Financial statements of businesses acquired. None. |
| |
|
|
|
| |
(b) |
|
Pro forma financial information. None. |
| |
|
|
|
| |
(c) |
|
Shell company transactions: None. |
| |
|
|
|
| |
(d) |
|
Exhibits. |
| |
|
|
99.1 |
Press release dated February 20, 2026 |
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.
| |
ORANGE COUNTY BANCORP, INC. |
| |
|
| |
|
| DATE: February 20, 2026 |
By: |
/s/ Michael Lesler |
| |
|
Michael Lesler |
| |
|
Executive Vice President, Chief Financial Officer |
Exhibit 99.1

FOR IMMEDIATE RELEASE
Orange County Bancorp, Inc. Declares
Cash Dividend
Middletown, NY., February 20, 2026 – Orange County Bancorp, Inc.
(Nasdaq: OBT), parent company of Orange Bank & Trust Company and Orange Investment Advisors, Inc. today announced a declaration of
a $0.18 cash dividend per share of its common stock. The dividend will be paid on March 16, 2026 to shareholders of record on March 4,
2026.
About Orange County Bancorp Inc.
Orange County Bancorp, Inc. is the parent company
of Orange Bank & Trust Company and Orange Investment Advisors, Inc. Orange Bank & Trust Company is an independent bank that began
with the vision of 14 founders over 125 years ago. It has grown through innovation and an unwavering commitment to its community and business
clientele to approximately $2.6 billion in total assets. Orange Investment Advisors, Inc. is a Registered Investment Advisor in Goshen,
NY. It was founded in 1996 and acquired by the Company in 2012.