Form 4: Orange County Bancorp CRO's Stock Activity

Orange County Bancorp's SVP and Chief Risk Officer, Michael Listner, reported an acquisition of restricted stock units and a disposition of shares for tax withholding.

Summary

• Michael Listner, SVP and Chief Risk Officer of Orange County Bancorp, Inc. (OBT), reported transactions on March 19, 2026.
• Acquired 2,827 shares of Common Stock in the form of Restricted Stock Units (RSUs) at a price of $0.
• Disposed of 832 shares of Common Stock at a price of $31.15 to cover tax withholding obligations related to RSU vesting.
• Following these transactions, Michael Listner beneficially owns 9,969 shares of Common Stock.
• The newly acquired 2,827 RSUs will vest at a rate of 1/3 per year commencing on March 19, 2027.
• Existing RSUs include those vesting 1/3 per year from March 21, 2025, and March 20, 2026.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a routine insider transaction, with the acquisition of RSUs being a positive for executive alignment, balanced by the expected sale for tax purposes.

Positives

• Acquisition of 2,827 Restricted Stock Units (RSUs) by a key executive, indicating continued alignment of interests with shareholders.
• The RSUs were granted at a $0 price, typical for equity compensation, representing a future value for the executive.

Negatives

• Disposition of 832 shares of Common Stock at $31.15 to satisfy tax withholding obligations, which reduces the executive's direct shareholding. This is a common practice and not inherently negative but represents a sale.

Future Outlook

The filing indicates future vesting schedules for restricted stock units, with 1/3 of the newly acquired 2,827 units vesting annually starting March 19, 2027, and existing units continuing to vest from March 21, 2025, and March 20, 2026.

Industry Context

StockSavvy.ai notes that Form 4 filings provide transparency into insider transactions, which can offer insights into management's confidence in the company. The acquisition of restricted stock units is a common form of executive compensation, aligning executive interests with long-term shareholder value, while the sale for tax withholding is a routine event associated with RSU vesting.

Comparison to Industry Standards

• This Form 4 reports a standard executive compensation event (RSU grant) and a common associated transaction (shares sold for tax withholding).
• The practice of granting RSUs and executives selling shares to cover tax obligations upon vesting is a widely accepted and common compensation and tax management practice across various industries, including financial services.

Stakeholder Impact

• Shareholders: The acquisition of restricted stock units by a key executive aligns management's long-term interests with shareholder value. The disposition for tax purposes is a routine event and does not indicate a lack of confidence.
• Employees: The filing reflects standard executive compensation practices, which can influence broader employee compensation strategies.

Next Steps

• Continued vesting of restricted stock units, with the next tranche of the newly acquired units vesting on March 19, 2027.

Key Dates

Keywords

Orange County Bancorp, OBT, Insider Trading, Form 4, Restricted Stock Units, Executive Compensation, Michael Listner, SVP Chief Risk Officer, Stock Transaction