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

Rhea-AI Filing Summary

Rouis Jonathan F reported acquisition or exercise transactions in this Form 4 filing.

Orange County Bancorp, Inc. director Jonathan F. Rouis received a phantom stock award equivalent to 40 shares of common stock on March 16, 2026. The award is priced at $31.29 per share and is economically equal to common stock, becoming payable when he separates from service as a director.

Following this grant, Rouis holds 7,083 phantom stock units. His reported common stock position totals 9,166 shares held directly and 400 shares held indirectly through his spouse. Related restricted stock units vest either immediately or in 2027 and are settled in common shares upon his separation from service.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Rouis Jonathan F

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	0	$31.29	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Phantom Stock — 7,083 shares (Direct); Common Stock — 9,166 shares (Direct); Common Stock — 400 shares (Indirect, By Spouse)

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.

Form 4 Insider Transactions: What Each Field Means →

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^*

Rouis Jonathan F

(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
	Officer (give title below)		Other (specify below)

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								9,166(1)(2)	D
Common Stock								400	I	By Spouse

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	(3)	03/16/2026		A		$40		(3)	(3)	Common Stock	40	$31.29	7,083	D

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 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) disclose for Jonathan F. Rouis?

Orange County Bancorp reported that director Jonathan F. Rouis received a grant of phantom stock on March 16, 2026, economically equivalent to 40 shares of common stock, as part of his director compensation, with payment tied to his separation from service.

How many phantom stock units does OBT director Jonathan F. Rouis now hold?

After the March 16, 2026 phantom stock grant, Jonathan F. Rouis holds 7,083 phantom stock units. Each unit is economically equivalent to one share of Orange County Bancorp common stock and becomes payable when he separates from service as a director.

What are Jonathan F. Rouis’s common stock holdings in Orange County Bancorp (OBT)?

Jonathan F. Rouis reports direct ownership of 9,166 shares of Orange County Bancorp common stock and indirect ownership of 400 shares held by his spouse. These totals include certain restricted stock units that will be settled in common shares upon his separation from service.

How does the phantom stock awarded to OBT director Rouis work economically?

Each share of phantom stock granted to Jonathan F. Rouis is the economic equivalent of one Orange County Bancorp common share. The phantom stock becomes payable in connection with his separation from service as a director, aligning its value with the company’s common stock performance.

What do the restricted stock unit footnotes in the OBT Form 4 indicate?

The footnotes explain that certain restricted stock units vest 100% either on the grant date or on February 19, 2027, and will be settled in Orange County Bancorp common stock when Jonathan F. Rouis separates from service, adding to his equity-based compensation exposure.