Form 4: Orange County Bancorp Director Jonathan Rouis Reports Increased Beneficial Ownership and Phantom Stock Acquisition

Orange County Bancorp, Inc. Director Jonathan F. Rouis reported an acquisition of 170 phantom stock units and updated his beneficial ownership of common stock, including restricted stock units.

Summary

• Jonathan F. Rouis, a Director of Orange County Bancorp, Inc. (OBT), reported his beneficial ownership and a recent acquisition.
• Direct beneficial ownership of Common Stock totals 9,295 shares, which includes restricted stock units (RSUs) that vested 100% upon grant and are settled in common stock shares upon separation from service.
• An additional 400 shares of Common Stock are beneficially owned indirectly by his spouse.
• The filing indicates the acquisition of 170 phantom stock units on July 1, 2025, at a price of $26.49 per unit.
• Following this transaction, the total number of beneficially owned derivative securities (phantom stock) is 5,630 units.
• Each phantom stock unit is the economic equivalent of one share of common stock and becomes payable upon the reporting person's separation from service as a director.
• Some restricted stock units included in the direct ownership are scheduled to vest 100% on February 20, 2026, and will also be settled in common stock shares upon separation from service.

Sentiment

Score: 7

Explanation: The document indicates a director's acquisition of additional equity-linked compensation (phantom stock) and continued significant beneficial ownership, which is generally viewed as a positive signal of alignment and confidence.

Positives

• A Director's acquisition of phantom stock and continued significant beneficial ownership of common stock may signal confidence in the company's future performance and alignment with shareholder interests.

Future Outlook

Phantom stock units and certain restricted stock units are structured to become payable or settled in common stock shares upon the reporting person's separation from service as a director.

Industry Context

Insider transactions, such as director share acquisitions, are often monitored by investors as they can signal management's confidence in the company's future prospects within its sector.

Stakeholder Impact

• Shareholders may view the director's increased equity exposure as a positive indicator of management's commitment and belief in the company's long-term value.

Next Steps

• Vesting of restricted stock units on February 20, 2026.
• Settlement of restricted stock units and phantom stock in common stock shares upon the reporting person's separation from service as a director.

Key Dates

Keywords

Orange County Bancorp, OBT, Form 4, Insider Transaction, Director Ownership, Phantom Stock, Restricted Stock Units, Beneficial Ownership, Corporate Governance