Form 4: Orange County Bancorp CRO Sells Shares for Tax Obligations

Sentiment:

Insider Transaction Report


Orange County Bancorp's SVP and Chief Risk Officer, Michael Listner, disposed of 326 common shares to cover tax withholding obligations.

Summary

  • Michael Listner, SVP and Chief Risk Officer of Orange County Bancorp, Inc. (OBT), reported a disposition of common stock.
  • On March 10, 2026, 326 shares of common stock were disposed of at a price of $31.47 per share.
  • This transaction was coded as 'F', indicating a disposition to the issuer to satisfy tax withholding obligations.
  • Following this transaction, Mr. Listner beneficially owns 7,974 shares of common stock directly.
  • His beneficial ownership includes restricted stock units with vesting schedules commencing March 11, 2024, March 21, 2025, and March 20, 2026, each vesting at a rate of 1/3 per year.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, representing a routine insider transaction for tax purposes rather than a discretionary sale or purchase indicating a change in sentiment.

Future Outlook

The filing does not contain forward-looking statements or guidance.

Industry Context

StockSavvy.ai notes that insider transactions, particularly those related to tax withholding, are common and generally do not signal a change in company fundamentals or management's confidence. This type of transaction is a routine part of equity compensation plans in the banking sector.

Comparison to Industry Standards

  • This is a standard Form 4 filing for a tax-related disposition of shares, a common occurrence across all industries for executives receiving equity compensation.

Related Party Transactions

  • The transaction involves an insider (Michael Listner) disposing of shares to the issuer (Orange County Bancorp, Inc.) to satisfy tax withholding obligations, which is a common form of related party transaction in equity compensation.

Stakeholder Impact

  • Shareholders: Minimal direct impact as this is a routine tax-related disposition, not a discretionary sale. It slightly reduces the insider's direct ownership but reflects the vesting of prior equity awards.

Next Steps

  • Future vesting dates for restricted stock units are scheduled for March 11, 2024, March 21, 2025, and March 20, 2026.

Key Dates

DateDescription
03/11/2024Commencement of vesting for a portion of restricted stock units (1/3 per year).
03/21/2025Commencement of vesting for another portion of restricted stock units (1/3 per year).
03/10/2026Transaction date for the disposition of 326 common shares.
03/20/2026Commencement of vesting for a third portion of restricted stock units (1/3 per year).
03/12/2026Date the Form 4 was signed.

Recommendation

hold

This Form 4 filing details a routine, non-discretionary sale of shares by an executive to cover tax obligations upon the vesting of restricted stock units. Such transactions are common and do not typically indicate a change in the company's fundamentals or the executive's long-term confidence. Therefore, it provides no new information that would warrant a change in an investor's current position, leading to a 'hold' recommendation.

Keywords

Orange County Bancorp, OBT, Michael Listner, SVP, Chief Risk Officer, Insider Trading, Form 4, Stock Sale, Tax Withholding, Restricted Stock Units, Equity Compensation

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