STOCK TITAN

Director at Orange County Bancorp (OBT) receives new phantom stock award

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Rowley Richard B reported acquisition or exercise transactions in this Form 4 filing.

Orange County Bancorp director Richard B. Rowley reported updated equity holdings and a new phantom stock award. The filing shows he now directly holds 537,134 shares of common stock, which include restricted stock units that vest immediately and others that vest on February 19, 2027.

Rowley also received a grant of phantom stock tied economically to 658 shares of common stock at a reference price of $37.4600 per share, bringing his phantom stock balance to 26,637 units. Both the restricted stock units and phantom stock settle in common shares or cash-equivalent value upon his separation from service as a director.

Positive

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Negative

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Insider Rowley Richard B
Role null
Type Security Shares Price Value
Grant/Award Phantom Stock 0 $37.46 --
holding Common Stock -- -- --
Holdings After Transaction: Phantom Stock — 26,637 shares (Direct, null); Common Stock — 537,134 shares (Direct, null)
Footnotes (1)
  1. Includes restricted stock units which vest 100% as of the date of grant and are settled in shares of Issuer common stock upon separation from service of the reporting person. Includes restricted stock units which vest 100% on February 19, 2027, and are settled in shares of Issuer common stock upon separation from service of the reporting person. Each share of phantom stock is the economic equivalent of one share of common stock and becomes payable upon the reporting person's separation of service as a director.
Common stock held after filing 537,134 shares Direct holdings of Richard B. Rowley following reported transactions
Phantom stock balance 26,637 units Total phantom stock units held after the grant
New phantom stock underlying shares 658 shares Underlying common stock equivalent for the reported phantom stock grant
Reference price for phantom stock grant $37.4600 per share Price used for the phantom stock award reported on July 1, 2026
Total acquire-type transactions in filing 1 transaction Grant or award acquisition events in transaction summary
Holding entries in filing 1 entry Non-transactional holding line for common stock
Phantom Stock financial
"Each share of phantom stock is the economic equivalent of one share of common stock"
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
restricted stock units financial
"Includes restricted stock units which vest 100% as of the date of grant"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
vest 100% financial
"restricted stock units which vest 100% on February 19, 2027"
separation from service financial
"settled in shares of Issuer common stock upon separation from service of the reporting person"
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FAQ

What insider activity did Richard B. Rowley report at Orange County Bancorp (OBT)?

Director Richard B. Rowley reported updated equity holdings and a new phantom stock grant. His common stock holdings and derivative awards were adjusted, reflecting routine, compensation-related equity rather than open-market buying or selling activity.

How many Orange County Bancorp (OBT) common shares does Richard B. Rowley hold after this Form 4?

After this filing, Richard B. Rowley holds 537,134 shares of Orange County Bancorp common stock directly. This figure includes restricted stock units that either vest immediately or vest on a future date and are settled in common shares upon his separation from service.

What phantom stock grant did Richard B. Rowley receive from Orange County Bancorp (OBT)?

Rowley received a phantom stock grant economically equivalent to 658 shares of common stock at $37.4600 per share. Following the grant, his total phantom stock balance is 26,637 units, which will be payable upon his separation from service as a director.

How do Richard B. Rowley’s phantom stock units in Orange County Bancorp (OBT) work?

Each phantom stock unit is economically equivalent to one share of Orange County Bancorp common stock. These units become payable when Rowley separates from service as a director, providing cash or stock-based value aligned with the underlying common shares.

What are the vesting terms of Richard B. Rowley’s restricted stock units in Orange County Bancorp (OBT)?

Some of Rowley’s restricted stock units vest 100% on the grant date, while others vest 100% on February 19, 2027. All such units are settled in shares of Orange County Bancorp common stock when he separates from service, according to the filing footnotes.

Does this Orange County Bancorp (OBT) Form 4 show insider buying or selling in the market?

The Form 4 shows a grant of phantom stock and updated holdings, not open-market buying or selling. The reported activity is compensation-related, with equity awards that vest over time and settle when the director’s service with the company ends.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Rowley Richard B

(Last)(First)(Middle)
212 DOLSON AVENUE

(Street)
MIDDLETOWN NEW YORK 10940

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Orange County Bancorp, Inc. /DE/ [ OBT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock537,134(1)(2)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock(3)07/01/2026A$658 (3) (3)Common Stock658$37.4626,637D
Explanation of Responses:
1. Includes restricted stock units which vest 100% as of the date of grant and are settled in shares of Issuer common stock upon separation from service of the reporting person.
2. Includes restricted stock units which vest 100% on February 19, 2027, and are settled in shares of Issuer common stock upon separation from service of the reporting person.
3. Each share of phantom stock is the economic equivalent of one share of common stock and becomes payable upon the reporting person's separation of service as a director.
/s/ Jennifer Staub, pursuant to power of attorney07/06/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)