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Orange County Bancorp grants Rowley 609-unit award

The phantom stock units become payable when the director separates from service, and his reported post-award phantom stock balance was 27,425 units.

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Form Type
4

Rhea-AI Filing Summary

Orange County Bancorp, Inc. director Richard B. Rowley acquired 609 phantom stock units on October 1, 2026, at a reported price of $37.19 per share. Each unit is the economic equivalent of one common share and becomes payable upon his separation from service as a director; his reported phantom stock balance after the award was 27,425 units. A separate direct common-stock holding entry lists 537,134 shares and includes restricted stock units with vesting and settlement terms.

Insider Rowley Richard B
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock F3 -- $37.19 --
holding Common Stock F1, F2 -- -- --
Holdings After Transaction: Phantom Stock — 27,425 contracts (Direct); Common Stock — 537,134 shares (Direct)
Footnotes (3)
  1. F1. 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. F2. 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. F3. 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.
Phantom stock units acquired 609 units October 1, 2026
Reported price per phantom stock share $37.19 per share October 1, 2026 award
Phantom stock balance after award 27,425 units Reported following the October 1, 2026 award
Direct common-stock holding 537,134 shares Holding entry dated October 1, 2026; includes restricted stock units
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% on February 19, 2027"
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.
separation of service financial
"settled in shares of Issuer common stock upon separation of service"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many phantom stock units did OBT director Richard B. Rowley receive?

Richard B. Rowley acquired 609 phantom stock units on October 1, 2026, at a reported price of $37.19 per share. His reported phantom stock balance after the award was 27,425 units.

When are OBT phantom stock units payable?

Each phantom stock unit becomes payable upon Richard B. Rowley's separation from service as a director. Each unit is the economic equivalent of one share of Orange County Bancorp common stock.

When do the restricted stock units in Richard B. Rowley's OBT holdings vest?

The holding entry's footnotes identify restricted stock units that vest 100% as of the date of grant and other restricted stock units that vest 100% on February 19, 2027. Both are settled in issuer common stock upon separation from service.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
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)
10/01/2026
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)10/01/2026A$609 (3) (3)Common Stock609$37.1927,425D
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 attorney10/02/2026
** 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)

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