Orange County Bancorp (OBT) COO logs routine 220-share tax-withholding move

Rhea-AI Filing Summary

Orange County Bancorp, Inc. executive Elizabeth A. Jones, the SVP and Chief Operating Officer, reported a routine tax-related share disposition. On this Form 4, 220 shares of common stock were delivered at $31.47 per share to satisfy tax obligations, classified as a tax-withholding disposition rather than an open-market sale. After this transaction, she directly holds 7,950 shares of common stock. Her holdings include restricted stock units that vest in thirds beginning on March 11, 2024, March 21, 2025, and March 20, 2026, reflecting a multi-year equity compensation schedule.

SEC Form 4

FORM 4

UNITED 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
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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^*

Jones Elizabeth A

(Last) (First) (Middle)

212 DOLSON AVENUE

(Street)

MIDDLETON NY 10940

(City) (State) (Zip)

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/10/2026		F		220	D	$31.47	7,950(1)(2)(3)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes restricted stock units which vest at a rate of 1/3 per year commencing on March 11, 2024.

2. Includes restricted stock units which vest at a rate of 1/3 per year commencing on March 21, 2025.

3. Includes restricted stock units which vest at a rate of 1/3 per year commencing on March 20, 2026.

	/s/ Jennifer Staub, pursuant to power of attorney	03/12/2026
	** Signature of Reporting Person	Date
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.

FAQ

What insider transaction did OBT executive Elizabeth Jones report on this Form 4?

Elizabeth Jones reported a tax-withholding disposition of 220 shares of Orange County Bancorp common stock. The shares were delivered at $31.47 per share to cover tax obligations, not sold on the open market, and she retained 7,950 shares afterward.

Did the OBT Form 4 filing show Elizabeth Jones selling shares in the open market?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. 220 shares were used to satisfy tax liabilities at $31.47 per share, while Elizabeth Jones continued to hold 7,950 common shares directly after the transaction.

How many Orange County Bancorp (OBT) shares does Elizabeth Jones hold after the reported transaction?

Following the reported tax-withholding transaction, Elizabeth Jones directly holds 7,950 shares of Orange County Bancorp common stock. This figure includes her remaining equity position after 220 shares were delivered for tax purposes at a price of $31.47 per share.

What does the F transaction code mean in the OBT Form 4 for Elizabeth Jones?

The F code indicates a tax-withholding disposition, where shares are delivered to pay an exercise price or tax liability. In this case, 220 shares of Orange County Bancorp common stock were used to satisfy taxes, rather than being voluntarily sold in the market.

What equity compensation details are disclosed for Elizabeth Jones in the OBT Form 4 footnotes?

The footnotes state her holdings include restricted stock units that vest in three equal annual installments. Vesting begins on March 11, 2024, March 21, 2025, and March 20, 2026, reflecting a staggered, multi-year compensation structure tied to company stock.

Is the insider transaction by OBT’s COO likely a routine tax event or a strategic share sale?

The transaction is characterized as a routine tax event. It is coded as a tax-withholding disposition (code F), meaning 220 shares were delivered to satisfy tax obligations, while Elizabeth Jones maintained a direct holding of 7,950 shares afterward.