Orange County Bancorp director logs equity grant, disposal

Orange County Bancorp director Kevin J. Keane reported equity compensation and related adjustments.

Rhea-AI Filing Summary

Orange County Bancorp director Kevin J. Keane reported equity compensation and related adjustments. On February 19, 2026, he received a grant of 866 shares of common stock, bringing his direct common stock holdings to 20,261 shares, and indirect holdings included 7,400 shares by partnership and 832 shares by 401(k). On February 20, 2026, he disposed of 995 common shares to the issuer, leaving 19,266 directly held common shares, and reported 17,380 phantom stock units, each economically equivalent to one common share and payable upon separation from service.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider Keane Kevin J

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	0	$0.00	$0.00
Disposition	Common Stock	995	$0.00	$0.00
Grant/Award	Common Stock	866	$0.00	$0.00
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Phantom Stock — 17,380 contracts (Direct); Common Stock — 19,266 shares (Direct); Common Stock — 7,400 shares (Indirect, By Partnership); Common Stock — 832 shares (Indirect, By 401(k))

Footnotes (4)

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. Restricted stock units which vest 100% on February 20, 2026 (including accumulated dividends) and were deferred into the Orange County Bancorp, Inc. Stock-Based Deferral Plan, as amended and restated. The restricted stock units will settle in shares of Issuer common stock upon the reporting person's separation from service.
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.
4. F4. 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.

FAQ

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What insider transactions did Kevin J. Keane report at OBT?

Kevin J. Keane reported a grant of 866 shares of common stock and a disposition of 995 shares to the issuer. He also reported 17,380 phantom stock units and updated indirect holdings via a partnership and a 401(k) account.

How many Orange County Bancorp (OBT) shares does Kevin J. Keane now hold directly?

After the reported transactions, Kevin J. Keane directly holds 19,266 shares of Orange County Bancorp common stock. This reflects a 995-share disposition to the issuer following a 866-share grant recorded the previous day.

What phantom stock position did Kevin J. Keane disclose in this OBT Form 4?

He disclosed ownership of 17,380 phantom stock units. Each phantom stock unit is economically equivalent to one share of Orange County Bancorp common stock and becomes payable when he separates from service as a director.

How are Kevin J. Keane’s indirect OBT share holdings structured?

Indirectly, he holds 7,400 shares of Orange County Bancorp common stock through a partnership and 832 shares through a 401(k) plan. These indirect positions are reported separately from his 19,266 directly held common shares.

What are the vesting terms for Kevin J. Keane’s restricted stock units at OBT?

One group of restricted stock units vests 100% on February 20, 2026 and was deferred into the stock-based deferral plan. Another group vests 100% on February 19, 2027. Both settle in common shares upon his separation from service.

Were Kevin J. Keane’s transactions in OBT open-market purchases or sales?

No open-market trades are reported. The Form 4 shows a grant of 866 common shares and a disposition of 995 shares to the issuer, along with phantom stock and restricted stock unit details linked to director compensation arrangements.

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

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Accepted by SEC EDGAR 02/23/2026 - 04:00 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^*

Keane Kevin J

(Last) (First) (Middle)

212 DOLSON AVENUE

(Street)

MIDDLETON 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)
02/19/2026

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	02/19/2026		A		866(4)	A	$0	20,261(1)(2)	D
Common Stock	02/20/2026		D		995	D	(2)	19,266(1)(2)	D
Common Stock								7,400	I	By Partnership
Common Stock								832	I	By 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock	(3)	02/20/2026		A		$1,011		(3)	(3)	Common Stock	1,011	(2)	17,380	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. Restricted stock units which vest 100% on February 20, 2026 (including accumulated dividends) and were deferred into the Orange County Bancorp, Inc. Stock-Based Deferral Plan, as amended and restated. The restricted stock units will settle in shares of Issuer common stock upon the reporting person's separation from service.

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.

4. 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.

	/s/ Jennifer Staub, pursuant to power of attorney	02/23/2026
	** 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.