Orange County Bancorp (OBT) director logs new phantom stock grant

Rhea-AI Filing Summary

Kennedy Marianna R reported acquisition or exercise transactions in this Form 4 filing.

Orange County Bancorp, Inc. director Marianna R. Kennedy reported an equity-related award and updated holdings. She received a grant of phantom stock tied to 57 shares of common stock, increasing her phantom stock balance to 9,914 units, each economically equivalent to one common share and payable upon her separation from service as a director.

Kennedy also reported direct ownership of 1,466 shares of common stock. Footnotes explain that her reported holdings include restricted stock units that vest either immediately on the grant date or on February 19, 2027, and are settled in common shares when her service ends.

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 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								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)	03/16/2026		A		$57		(3)	(3)	Common Stock	57	$31.29	9,914	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 did Orange County Bancorp (OBT) director Marianna R. Kennedy report in this Form 4?

Director Marianna R. Kennedy reported an award of phantom stock linked to 57 shares of common stock. The filing also updates her total phantom stock balance and her directly held common stock, reflecting current equity-based compensation and ownership.

How many phantom stock units does Marianna R. Kennedy now hold in Orange County Bancorp (OBT)?

After the reported grant, Marianna R. Kennedy holds 9,914 phantom stock units. Each unit is economically equivalent to one share of common stock and becomes payable when she separates from service as a director, according to the filing footnote.

How many Orange County Bancorp (OBT) common shares does Marianna R. Kennedy directly own?

Marianna R. Kennedy reports direct ownership of 1,466 shares of Orange County Bancorp common stock. This figure reflects her direct equity position separate from phantom stock units and restricted stock units referenced in the footnotes to the Form 4.

What are the terms of the phantom stock granted to Marianna R. Kennedy at Orange County Bancorp (OBT)?

Each share of phantom stock is the economic equivalent of one common share and becomes payable upon her separation from service as a director. The grant reported in this filing adds 57 underlying common-share equivalents to her phantom stock holdings.

How do restricted stock units work for Marianna R. Kennedy at Orange County Bancorp (OBT)?

Footnotes state her holdings include restricted stock units that vest 100% on the grant date or on February 19, 2027. These units are settled in shares of common stock when she separates from service, adding to her eventual share-based compensation.

Does this Orange County Bancorp (OBT) Form 4 show any stock sales by Marianna R. Kennedy?

The Form 4 shows a grant of phantom stock and updated holdings, but no reported sales. The primary reportable event is an acquisition-type transaction coded as a grant or award of phantom stock equivalent to 57 shares of common stock.