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Rhinebeck Bancorp Inc 8-K Filings

RBKB NASDAQ

Every 8-K that Rhinebeck Bancorp Inc (RBKB) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow RBKB and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full RBKB filings page.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. (RBKB) reported that on August 18, 2026 it appointed Suzanne Rhulen Loughlin to its Board of Directors, effective immediately. She will serve on the Compensation Committee and the Governance and Nominating Committee. Ms. Loughlin is a co-founder and Executive Vice President of CrisisRisk Strategies, LLC and previously held senior legal and administrative roles at several public companies, including a publicly traded insurance holding company. She has served as a director of Rhinebeck Bank, the Company’s wholly owned subsidiary, since 2011 and as a director from 2019 until December 17, 2025. The Company states there are no arrangements or understandings regarding her selection and no related-party transactions requiring disclosure under Item 404(a) of Regulation S-K.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. reports that on May 19, 2026 the Board of Directors of Rhinebeck Bank, its wholly owned subsidiary, terminated the Rhinebeck Bank Executive Long-Term Incentive and Retention Plan, a non-qualified deferred compensation plan subject to Section 409A of the Internal Revenue Code. The plan credited contributions to bookkeeping accounts for participating officers, with balances vesting 20% annually over five years. Participation was limited to designated officers, and among named executive officers only Jamie Bloom and Kevin Nihill participated. Upon termination, participants’ account balances became fully vested. In accordance with Section 409A, no distributions will occur earlier than 12 months after the Termination Date, and all distributions will be completed within 24 months of that date, aside from payments that would have occurred even without termination.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. reported net income of $2.6 million for the quarter ended June 30, 2026, or $0.24 per basic and diluted share, down $110,000 or 4.0% from $2.7 million ($0.25 per share) a year earlier. Net income for the first six months of 2026 was $4.8 million, or $0.45 basic and $0.44 diluted, $182,000 or 3.6% below the prior-year period.

Quarterly net interest income rose to $11.6 million, but the net interest margin narrowed to 3.78% from 3.97% as asset yields declined. Non-interest income increased 8.8% to $1.7 million, led by higher investment advisory fees, while non-interest expense grew 3.1% to $10.0 million, mainly from higher salaries, professional fees and data processing. Credit quality metrics remained stable, with an allowance for credit losses of 0.83% of total loans and coverage of 227.06% of non-performing loans; past-due loans and non-performing assets both declined versus year-end 2025.

On July 21, 2026 the company completed a second-step conversion, selling 8,880,210 shares at $10.00 per share for gross proceeds of $88.8 million, and converting public shares at an exchange ratio of 1.3978, resulting in 15,638,237 shares outstanding, subject to fractional adjustments. Current earnings per share figures do not reflect this transaction. At June 30, 2026, total assets were $1.47 billion, deposits $1.28 billion, stockholders’ equity $139.6 million, return on average assets 0.79%, return on average equity 7.56%, and the Tier 1 capital ratio 14.61%.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. completed a “second-step” conversion of Rhinebeck Bancorp, MHC from a two-tier mutual holding company to a fully public stock holding company and closed its related stock offering. As a result of the Conversion, the mutual holding company will cease to exist.

The company sold 8,880,210 shares of common stock at $10.00 per share and converted each existing public share into new common stock at an exchange ratio of 1.3978. After the Conversion, offering and exchange, 15,638,237 common shares are outstanding before adjustments for fractional shares. Book-entry Direct Registration System statements, interest and refund checks are expected to be mailed on or about July 21, 2026, and cash in lieu of fractional shares on or about July 24, 2026.

Rhea-AI Summary

Rhinebeck Bancorp, Inc., holding company for Rhinebeck Bank, reports that the subscription offering conducted as part of the mutual-to-stock conversion of Rhinebeck Bancorp, MHC was oversubscribed in the first tier by eligible depositors as of December 31, 2024. Valid subscription orders exceeded the maximum of the offering range, so allocations will follow the priorities and procedures described in the May 14, 2026 prospectus, and no other priority group will receive shares.

The Bank’s employee stock ownership plan did not receive shares in the offering and is expected to purchase up to 4% of the shares sold in the offering in the open market after completion. Concurrently with completion, existing public shares will be exchanged so that shareholders own approximately the same percentage of the new company as before, receiving 1.3978 new shares for each existing share, with cash paid in lieu of fractional shares at $10.00 per share. After the offering and exchange, 15,638,237 shares of Rhinebeck Bancorp, Inc. common stock are expected to be outstanding, subject to fractional-share adjustments.

The conversion and offering remain subject to customary closing conditions. The company expects to close on July 21, 2026. Current RBKB shares are expected to trade on the Nasdaq Capital Market through that date, with the newly issued and exchanged shares anticipated to begin trading under the same symbol on July 22, 2026.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. reported that its stockholders and the depositors of Rhinebeck Bank approved the Amended and Restated Plan of Conversion and Reorganization. This plan will convert Rhinebeck Bancorp, MHC from a mutual holding company structure to a fully public stock holding company structure.

The closing of the conversion and related stock offering still depends on final regulatory approvals, the sale of at least 6,587,500 shares of common stock, and customary closing conditions. The subscription stock offering expired on June 18, 2026, and the Company is processing orders and will provide allocation details when available.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. has commenced a public stock offering of up to 8,912,500 shares of common stock at $10.00 per share in connection with a proposed “second-step” conversion of Rhinebeck Bancorp, MHC to a fully stock holding company structure.

The shares are first offered in a subscription offering to eligible depositors of Rhinebeck Bank and its tax-qualified employee benefit plans, with any remaining shares potentially sold in a community offering that favors local residents and existing stockholders. The company must sell at least 6,587,500 shares to complete the conversion, which also requires final regulatory approvals, approvals from stockholders and depositors, and satisfaction of customary closing conditions. Keefe Bruyette & Woods, Inc. is serving as marketing agent.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. reported the final voting results from its Annual Meeting of Stockholders held on May 19, 2026. Stockholders voted on the election of four directors and two additional proposals.

Director nominees received between 9,080,423 and 9,654,863 votes "For," with between 35,433 and 609,873 votes "Withhold," and 759,877 broker non-votes on each director item. One proposal received 10,412,954 votes "For," 34,549 "Against" and 2,670 abstentions. Another proposal received 9,545,385 votes "For," 134,792 "Against," 10,119 abstentions and 759,877 broker non-votes.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. has entered into an Agency Agreement with Keefe, Bruyette & Woods, Inc. to assist in marketing its common stock in an ongoing conversion and stock offering.

KBW receives a $50,000 management fee, already paid, and success fees equal to 1.0% of subscription offering proceeds and 1.5% of any community offering proceeds, payable at completion and reduced by the management fee. If a syndicated community offering is used, KBW may earn up to 6.0% of those proceeds. As records agent, KBW is paid $45,000 (including $20,000 already paid), with potential increases of up to $15,000 for regulatory or plan changes or processing delays. The shares are being offered under a Form S-1 registration statement and related prospectus dated May 14, 2026.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. reported first quarter 2026 net income of $2.2 million, or $0.20 per share, slightly below $2.3 million, or $0.21 per share, a year earlier. Results reflected modestly higher net interest income and a sharply lower credit loss provision, offset by weaker non-interest income and higher operating expenses.

Return on average assets was 0.70% and return on average equity was 6.50%. Net interest margin was 3.77%, supported by lower funding costs and reduced Federal Home Loan Bank advances. Asset quality metrics remained solid, with non-performing assets at $3.5 million and the allowance covering 227.65% of non-performing loans.

Total assets were $1.28 billion at March 31, 2026, down from $1.30 billion a year earlier, as the loan portfolio shrank, particularly indirect automobile loans, while cash and deposits grew. Deposits increased to $1.10 billion, and stockholders’ equity rose to $138.6 million, lifting book value per share to $12.43 and tangible book value per share to $12.22.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. announced that the board of its parent mutual holding company, Rhinebeck Bancorp, MHC, has adopted a Plan of Conversion and Reorganization to undertake a “second-step” conversion to a fully public stock holding company structure.

The MHC, which currently owns approximately 57% of the Company’s outstanding common stock, will merge into the Company and cease to exist. Shares held by investors other than the MHC will be exchanged for new Company shares under an exchange ratio intended to preserve their overall ownership percentage, excluding any new shares they buy in the offering and cash in lieu of fractional shares.

The Company plans to sell shares representing the MHC’s ownership interest through a subscription offering, with first priority non-transferable subscription rights for eligible depositors of Rhinebeck Bank as of December 31, 2024, followed by potential community, syndicated community, or underwritten offerings. The total shares and pricing will be based on an independent appraisal of the Company’s pro forma market value. The transaction is subject to regulatory approvals and approvals from the Bank’s depositors and the Company’s stockholders, including a separate vote of minority stockholders, and is expected to be completed in the third quarter of 2026.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. filed a current report to furnish a press release announcing its 2025 fourth quarter and full-year financial results. The company issued the release on January 29, 2026, and attached it as Exhibit 99.1.

The financial information in the press release is being furnished rather than filed under the Exchange Act, which limits its use for certain legal purposes. No specific revenue, earnings, or balance sheet figures are included in this report itself.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. furnished a Form 8-K announcing its third quarter 2025 financial results via a press release attached to the report. The company states this information is being “furnished” rather than “filed” under the Exchange Act.

The press release containing the detailed quarterly figures is included as an exhibit to the report.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. reported that Suzane Loughlin resigned from the Board of Trustees of Rhinebeck Bancorp, MHC and the Company’s Board of Directors, effective December 17, 2025. The Company stated there were no disagreements. Ms. Loughlin will continue to serve on the Board of Directors of Rhinebeck Bank.

On October 21, 2025, the MHC and the Company each voted to reduce the size of their boards to eliminate the vacancy created by her retirement, effective December 17, 2025.

Rhea-AI Summary

Rhinebeck Bancorp, Inc. appointed Matthew J. Smith as President and Chief Executive Officer of the company, Rhinebeck Bank and Rhinebeck Bancorp, MHC, effective October 20, 2025, succeeding retiring CEO Michael J. Quinn. Quinn will remain as Interim Executive Advisor through December 31, 2025 to support the transition.

Smith, age 41, brings prior senior leadership roles at Columbia Financial, Webster Bank and Sterling National Bank. His employment agreement provides a $525,000 annual base salary, eligibility for short- and long-term incentives with a target bonus between 25% and 50% of base salary, and standard executive benefits.

The contract runs initially through December 31, 2026 with automatic one-year renewals, and includes severance protections for qualifying terminations, which increase if they occur within two years after a change in control. Post-employment, certain non-compete and non-solicitation restrictions apply for one year.