Orange County Bancorp (OBT) CEO awarded new phantom stock units

Rhea-AI Filing Summary

Gilfeather Michael J reported acquisition or exercise transactions in this Form 4 filing.

Orange County Bancorp President and CEO Michael J. Gilfeather received a grant of phantom stock tied to 151 shares of common stock. The phantom stock was awarded at an indicated value of $31.29 per share, bringing his total phantom stock balance to 26,460 units.

Each phantom stock unit is economically equivalent to one share of common stock and becomes payable when he separates from service as a director. The filing also shows he holds 109,347 common shares directly and 16,200 common shares indirectly through an IRA, reflecting a substantial ongoing equity stake.

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
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^*

Gilfeather Michael J

(Last) (First) (Middle)

212 DOLSON AVENUE

(Street)

MIDDLETOWN 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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

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								109,347(1)(2)(3)(4)	D
Common Stock								16,200	I	By IRA

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
Phantom Stock	(5)	03/16/2026		A		$151		(5)	(5)	Common Stock	151	$31.29	26,460	D

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.

4. Includes restricted stock units which vest on December 31, 2026.

5. 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 attorney	03/17/2026
	** 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 Orange County Bancorp (OBT) report for Michael J. Gilfeather?

Orange County Bancorp reported that President and CEO Michael J. Gilfeather received a grant of phantom stock tied to 151 common shares. This is a compensation-related award, not an open-market stock purchase or sale, and increases his long-term, share-linked incentives.

What is the nature of the phantom stock awarded to OBT’s CEO?

Each phantom stock unit granted to OBT’s CEO is the economic equivalent of one share of common stock. These units become payable when he separates from service as a director, aligning his compensation with long-term shareholder value rather than short-term trading activity.

How many phantom stock units does Michael J. Gilfeather hold after this Form 4?

After this grant, Michael J. Gilfeather holds 26,460 phantom stock units. The latest award is tied to 151 underlying common shares, modestly increasing his overall stock-based compensation and reinforcing his exposure to Orange County Bancorp’s long-term performance.

What are Michael J. Gilfeather’s common stock holdings in Orange County Bancorp (OBT)?

The filing shows Michael J. Gilfeather directly holds 109,347 shares of Orange County Bancorp common stock. He also indirectly holds 16,200 additional common shares through an IRA, indicating a meaningful personal equity stake alongside his phantom stock and restricted stock units.

Did the OBT Form 4 show any insider buying or selling in the open market?

The Form 4 does not report any open-market buys or sells by Michael J. Gilfeather. It records a grant of phantom stock and updates on his direct and indirect common stock holdings, reflecting compensation and position reporting rather than discretionary trading activity.

How do the restricted stock units mentioned in the OBT filing vest over time?

The filing notes restricted stock units that vest in thirds annually starting March 11, 2024, March 21, 2025, and March 20, 2026. Additional units vest on December 31, 2026, creating a staggered vesting schedule that supports ongoing retention and long-term alignment with shareholders.