Orange County Bancorp (OBT) director and investment subsidiary CEO resign

Rhea-AI Filing Summary

Orange County Bancorp, Inc. reports that Director Gustave “Gus” J. Scacco resigned from its Board of Directors effective September 2, 2025. On the same date, Mr. Scacco also resigned as Chief Executive Officer and Chief Investment Officer of Hudson Valley Investment Advisors, Inc., a subsidiary of the company. The filing does not describe any changes to his duties beyond these resignations or name successors, but it confirms that board and leadership responsibilities at the investment advisory subsidiary will transition to other individuals.

Insights

Bank governance and organizational structure analyst

Key director and subsidiary leader steps down, creating governance and transition focus.

The report shows that Gustave “Gus” J. Scacco resigned from the Board of Directors of Orange County Bancorp, Inc. and from his roles as Chief Executive Officer and Chief Investment Officer of subsidiary Hudson Valley Investment Advisors, Inc. on September 2, 2025.

This concentrates change in both parent-level governance and subsidiary management in a single event. The text does not specify reasons, successor appointments, or revised responsibilities, so the organizational impact will depend on how quickly and clearly the company reallocates board and leadership roles.

Subsequent disclosures in company filings may provide more detail on who assumes the subsidiary’s executive and investment leadership and whether the board adds a new director or reallocates committee assignments following Mr. Scacco’s departure.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Understanding 8-K Material Events →

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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): September 2, 2025

Orange County Bancorp, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware		001-40711		26-1135778
(State or Other Jurisdiction of Incorporation)		(Commission File No.)		(I.R.S. Employer 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 ☒

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b) On September 2, 2025, Director Gustave “Gus” J. Scacco resigned from the Board of Directors of Orange County Bancorp, Inc. (the “Company”). In addition, Mr. Scacco resigned as Chief Executive Officer and Chief Investment Officer of Hudson Valley Investment Advisors, Inc., a subsidiary of the Company.

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: September 5, 2025	By:    /s/ Michael Lesler
	Michael Lesler
	Executive Vice President and Chief Financial Officer

FAQ

What leadership change did Orange County Bancorp (OBT) disclose in this 8-K?

Orange County Bancorp disclosed that Gustave “Gus” J. Scacco resigned as a director and also left his roles as Chief Executive Officer and Chief Investment Officer of its subsidiary Hudson Valley Investment Advisors, Inc., effective September 2, 2025, concentrating governance and management changes on one individual’s departure.

What roles did Gustave “Gus” J. Scacco hold at Orange County Bancorp (OBT) and its subsidiary?

Gustave “Gus” J. Scacco served on the Orange County Bancorp, Inc. Board of Directors and also acted as Chief Executive Officer and Chief Investment Officer of Hudson Valley Investment Advisors, Inc., the company’s investment advisory subsidiary, before resigning from all these positions on September 2, 2025.

Does the Orange County Bancorp (OBT) 8-K explain why Gustave Scacco resigned?

The document states that Gustave “Gus” J. Scacco resigned from the board and from his executive roles at Hudson Valley Investment Advisors, Inc., but it does not provide any explanation or reasons for his decision, focusing solely on disclosing the fact and effective date of his resignation.

Which subsidiary of Orange County Bancorp (OBT) is affected by this resignation?

The resignation directly affects Hudson Valley Investment Advisors, Inc., a subsidiary of Orange County Bancorp, Inc. Gustave “Gus” J. Scacco stepped down as its Chief Executive Officer and Chief Investment Officer, meaning new leadership will be needed for both management and investment decision-making functions at that entity.

Who signed the Orange County Bancorp (OBT) 8-K reporting Gustave Scacco’s resignation?

The report was signed on behalf of Orange County Bancorp, Inc. by Michael Lesler, who is identified as Executive Vice President and Chief Financial Officer. His signature confirms the company’s authorization of the disclosure regarding Gustave “Gus” J. Scacco’s board and subsidiary leadership resignations.