STOCK TITAN

Orange County Bancorp (OBT) director granted phantom stock and holds OBT shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Keane Kevin J reported acquisition or exercise transactions in this Form 4 filing.

Orange County Bancorp director Kevin J. Keane received a compensation-related grant of phantom stock tied to company shares. On April 1, 2026, he was awarded phantom stock economically equivalent to 622 shares of common stock at a reference value of $32.32 per share, increasing his phantom stock balance to 18,102 units.

The phantom stock and restricted stock units vest 100% either on the grant date or on February 19, 2027, and are settled in common shares when he separates from service. Following this grant, he holds 19,266 common shares directly, plus 7,400 shares through a partnership and 832 shares via a 401(k), reflecting primarily long-term incentive and retirement-related holdings rather than open-market trading.

Positive

  • None.

Negative

  • None.
Insider Keane Kevin J
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock 0 $32.32 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Phantom Stock — 18,102 shares (Direct); Common Stock — 19,266 shares (Direct); Common Stock — 7,400 shares (Indirect, By Partnership)
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.
Phantom stock grant equivalent shares 622 shares Underlying common stock for April 1, 2026 phantom stock grant
Phantom stock reference price $32.32 per share Transaction price per phantom stock share on April 1, 2026
Total phantom stock units after grant 18,102 units Phantom stock balance following the reported grant
Direct common stock holdings 19,266 shares Common stock held directly after the reported transactions
Partnership common stock holdings 7,400 shares Common stock held indirectly through a partnership
401(k) common stock holdings 832 shares Common stock held indirectly via a 401(k) plan
RSU vesting date February 19, 2027 Restricted stock units vest 100% on this date
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% as of the date of grant"
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.
vest 100% financial
"Includes restricted stock units which vest 100% on February 19, 2027"
settled in shares financial
"and are settled in shares of Issuer common stock upon separation from service"
401(k) financial
"nature_of_ownership": "By 401(k)""
A 401(k) is a type of retirement savings plan offered by employers that allows workers to set aside a portion of their paycheck before taxes are taken out. The money saved in a 401(k) can grow over time through investments, helping individuals build funds for their future retirement. It matters to investors because it provides a tax-advantaged way to save and invest for long-term financial security.
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*
Keane Kevin J

(Last)(First)(Middle)
212 DOLSON AVENUE

(Street)
MIDDLETON 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)
04/01/2026
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 Stock19,266(1)(2)D
Common Stock7,400IBy Partnership
Common Stock832IBy 401(k)
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)04/01/2026A$622 (3) (3)Common Stock622$32.3218,102D
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 attorney04/02/2026
** 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)

FAQ

What did Orange County Bancorp (OBT) director Kevin J. Keane receive in this Form 4?

Kevin J. Keane received a grant of phantom stock linked to 622 shares of Orange County Bancorp common stock. This award is a form of equity-based compensation, not an open-market purchase or sale, and is payable in stock when his board service ends.

How many phantom stock units does OBT director Kevin J. Keane hold after this grant?

After the April 1, 2026 grant, Kevin J. Keane holds 18,102 phantom stock units. Each unit is economically equivalent to one share of Orange County Bancorp common stock and becomes payable in shares when he separates from service as a director.

How many Orange County Bancorp (OBT) common shares does Kevin J. Keane own directly and indirectly?

Following the reported transactions, Kevin J. Keane holds 19,266 OBT common shares directly, 7,400 shares indirectly through a partnership, and 832 shares indirectly via a 401(k) plan. These figures reflect his combined direct and indirect equity exposure to the company.

How do the restricted stock units for OBT’s Kevin J. Keane vest and settle?

Some restricted stock units for Kevin J. Keane vest 100% on the grant date, while others vest 100% on February 19, 2027. All are settled in Orange County Bancorp common shares when he separates from service, aligning director compensation with long-term shareholder interests.

What is phantom stock in the context of Orange County Bancorp’s Form 4 for Kevin J. Keane?

In this filing, each share of phantom stock is the economic equivalent of one share of OBT common stock. The phantom stock does not represent current share ownership but becomes payable in common shares when Kevin J. Keane leaves his director role.