Orange County Bancorp director granted 48 phantom units

OBT director Marianna R. Kennedy received additional phantom stock tied to 48 shares, bringing her phantom stock holdings to 10,341 units.

Rhea-AI Filing Summary

Orange County Bancorp, Inc. (OBT) director Marianna R. Kennedy reported an acquisition of derivative compensation on September 15, 2026. She received a grant of phantom stock economically equivalent to 48 shares of common stock at a reference value of $38.78 per share, increasing her reported phantom stock balance to 10,341 units, payable upon her separation from service as a director. Her directly held common stock position, including restricted stock units that settle in shares of common stock upon separation from service, stands at 1,466 shares, some of which vest 100% as of the grant date and others vest 100% on February 19, 2027.

Insider Trade Summary

Grant/Award: 0 shares

Grant/Award 2 txns

Insider Kennedy Marianna R

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock F3	--	$38.78	--
holding	Common Stock F1, F2	--	--	--

Holdings After Transaction: Phantom Stock — 10,341 contracts (Direct); Common Stock — 1,466 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.

Key Figures

Phantom stock granted (underlying shares): 48 shares Reference value per phantom share: $38.78 per share Total phantom stock units after transaction: 10,341 units +2 more

5 metrics

Phantom stock granted (underlying shares) 48 shares Economic equivalent of common stock granted on September 15, 2026

Reference value per phantom share $38.78 per share Price field for the September 15, 2026 phantom stock grant

Total phantom stock units after transaction 10,341 units Phantom stock balance reported following the September 15, 2026 grant

Common stock holdings (including RSUs) 1,466 shares Direct common stock position reported as of September 15, 2026

RSU vesting date February 19, 2027 Restricted stock units vest 100% on this date and settle upon separation

Key Terms

Phantom Stock, restricted stock units, economic equivalent, separation from service

4 terms

Phantom Stock financial

"Each share of phantom stock is the economic equivalent of one share"

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"

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.

economic equivalent financial

"Each share of phantom stock is the economic equivalent of one share"

separation from service financial

"settled in shares of Issuer common stock upon separation from service"

FAQ

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

What insider transaction did OBT director Marianna R. Kennedy report on September 15, 2026?

She reported a grant of phantom stock economically equivalent to 48 shares of Orange County Bancorp, Inc. common stock at a reference value of $38.78 per share, classified as a grant or award acquisition.

How many phantom stock units linked to OBT common stock does Marianna R. Kennedy now hold?

After the September 15, 2026 grant, Marianna R. Kennedy holds 10,341 phantom stock units, each economically equivalent to one share of Orange County Bancorp, Inc. common stock and payable upon her separation from service as a director.

How many OBT common shares does Marianna R. Kennedy hold directly after this filing?

Her directly held common stock position, including specified restricted stock units, is reported at 1,466 shares of Orange County Bancorp, Inc. common stock following the reported transactions on September 15, 2026.

When do Marianna R. Kennedy’s restricted stock units in OBT vest and settle?

Some restricted stock units vest 100% as of the date of grant, and others vest 100% on February 19, 2027. All such units are settled in shares of OBT common stock upon her separation from service as the reporting person.

When will OBT pay Marianna R. Kennedy’s phantom stock units?

Each phantom stock unit is the economic equivalent of one share of OBT common stock and becomes payable upon her separation from service as a director, according to the filing footnote.

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

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Available on EDGAR 09/16/2026 - 05:02 PM Accepted by SEC EDGAR 09/16/2026 - 05:02 PM Learn about SEC filing dates

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^*

Kennedy Marianna R

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								1,466(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock	(3)	09/15/2026		A		$48		(3)	(3)	Common Stock	48	$38.78	10,341	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	09/16/2026
	** 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.
* Form 4: SEC 1474 (03-26)