Orange County Bancorp CEO gets 123 phantom units

OBT’s President and CEO received additional phantom stock tied to common shares, increasing his deferred, service-based compensation exposure.

Rhea-AI Filing Summary

Orange County Bancorp, Inc. (symbol: OBT) is the issuer of record for a Form 4 filing submitted to the SEC. Gilfeather Michael J reported acquisition or exercise transactions in this Form 4 filing.

Orange County Bancorp, Inc. (OBT) reported that President and CEO Michael J. Gilfeather received a grant of phantom stock on September 15, 2026, economically equivalent to 123 shares of common stock at a reference value of $38.78 per share. Following this award, he holds 26,719 phantom stock units, each equal in economic value to one common share and payable upon his separation of service as a director. His reported direct holdings of common stock total 129,449 shares, which include multiple tranches of restricted stock units vesting between 2025 and 2029, and he also indirectly holds 16,400 common shares through an IRA. No Rule 10b5-1 trading plan is indicated.

Insider Trade Summary

Grant/Award: 0 shares

Grant/Award 3 txns

Insider Gilfeather Michael J

Role President and CEO

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock F6	--	$38.78	--
holding	Common Stock F1, F2, F3, F4, F5	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Phantom Stock — 26,719 contracts (Direct); Common Stock — 129,449 shares (Direct); Common Stock — 16,400 shares (Indirect, By IRA)

Footnotes (6)

1. F1. Includes restricted stock units which vest at a rate of 1/3 per year commencing on March 21, 2025.
2. F2. Includes restricted stock units which vest at a rate of 1/3 per year commencing on March 20, 2026.
3. F3. Includes restricted stock units which vest on December 31, 2026.
4. F4. Restricted stock units which vest at a rate of 1/3 per year commencing on March 19, 2027.
5. F5. Restricted stock units which vest on March 19, 2029.
6. F6. 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 units granted (underlying common shares): 123 shares Phantom stock reference value: $38.78 per unit Total phantom stock units after grant: 26,719 units +2 more

5 metrics

Phantom stock units granted (underlying common shares) 123 shares Grant of phantom stock on September 15, 2026

Phantom stock reference value $38.78 per unit Price per phantom stock unit for the September 15, 2026 grant

Total phantom stock units after grant 26,719 units Phantom stock holdings following the reported award

Direct common stock holdings 129,449 shares Directly held OBT common stock after the reported transactions

Indirect common stock holdings via IRA 16,400 shares Indirectly held OBT common stock by IRA

Key Terms

Phantom Stock, restricted stock units, economic equivalent, IRA

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 at a rate of 1/3 per year"

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"

IRA financial

"Common Stock indirectly owned, nature of ownership described as By IRA"

An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.

FAQ

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

What insider transaction did OBT report for Michael J. Gilfeather on September 15, 2026?

On September 15, 2026, Michael J. Gilfeather received a grant of phantom stock tied to 123 underlying common shares, at a reference value of $38.78 per unit, increasing his total phantom stock holdings to 26,719 units.

How many Orange County Bancorp (OBT) phantom stock units does the CEO now hold?

After the reported grant, Michael J. Gilfeather holds 26,719 phantom stock units, each described as the economic equivalent of one share of common stock and becoming payable upon his separation of service as a director.

What are Michael J. Gilfeather’s direct common stock holdings in OBT after this filing?

Michael J. Gilfeather’s direct holdings of Orange County Bancorp common stock total 129,449 shares, including several tranches of restricted stock units that vest between 2025 and 2029 on specified dates.

What indirect Orange County Bancorp (OBT) holdings does the CEO report?

In addition to direct holdings, Michael J. Gilfeather reports 16,400 shares of OBT common stock held indirectly through an IRA, as of the same reporting date.

When do the reported restricted stock units for OBT’s CEO vest?

The filing notes restricted stock units that vest one-third per year starting March 21, 2025 and March 20, 2026, and additional units that vest on December 31, 2026, commence vesting on March 19, 2027, and vest on March 19, 2029.

Is the OBT CEO’s reported transaction under a Rule 10b5-1 trading plan?

The Form 4 indicates the Rule 10b5-1 checkbox as not affirmed, and no footnote states that this phantom stock award was made pursuant to a Rule 10b5-1 trading plan.

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

Form 4 Insider Transactions: What Each Field Means →

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Available on EDGAR 09/16/2026 - 05:05 PM Accepted by SEC EDGAR 09/16/2026 - 05:04 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^*

Gilfeather Michael J

(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
X	Officer (give title below)		Other (specify below)
	President and CEO

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								129,449(1)(2)(3)(4)(5)	D
Common Stock								16,400	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	(6)	09/15/2026		A		$123		(6)	(6)	Common Stock	123	$38.78	26,719	D

Explanation of Responses:

1. Includes restricted stock units which vest at a rate of 1/3 per year commencing on March 21, 2025.

2. Includes restricted stock units which vest at a rate of 1/3 per year commencing on March 20, 2026.

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

4. Restricted stock units which vest at a rate of 1/3 per year commencing on March 19, 2027.

5. Restricted stock units which vest on March 19, 2029.

6. 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)