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  4. [Form 4] Orange County Bancorp, Inc. /DE/ Insider Trading Activity

Orange County Bancorp (OBT) director granted new phantom stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Rouis Jonathan F reported acquisition or exercise transactions in this Form 4 filing.

Orange County Bancorp director Jonathan F. Rouis reported a grant of phantom stock linked to 139 shares of common stock. The grant is priced at $32.32 per unit and represents a compensation award rather than an open-market trade.

After this grant, Rouis holds 7,222 phantom stock units, which are economically equivalent to common shares and become payable when he leaves board service. He also holds 9,166 common shares directly and 400 common shares indirectly through his spouse, reflecting his overall equity exposure to the company.

Positive

  • None.

Negative

  • None.
Insider Rouis Jonathan F
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock 0 $32.32 --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Phantom Stock — 7,222 shares (Direct); Common Stock — 9,166 shares (Direct); Common Stock — 400 shares (Indirect, By Spouse)
Footnotes (1)
  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. Includes 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. 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.
Phantom stock underlying shares 139 shares Underlying common stock for new phantom stock grant
Phantom stock grant price $32.32 per unit Reference price for phantom stock award on April 1, 2026
Phantom stock units after grant 7,222 units Total phantom stock held following the award
Direct common stock holdings 9,166 shares Common stock held directly after reported transactions
Indirect common stock holdings 400 shares Common stock held indirectly through spouse
Phantom Stock financial
"Each share of phantom stock is the economic equivalent of one share of common stock"
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
restricted stock units financial
"Includes restricted stock units which vest 100% as of the date of grant"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
vest 100% financial
"Includes restricted stock units which vest 100% on February 19, 2027"
separation from service financial
"settled in shares of Issuer common stock upon separation from service of the reporting person"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Rouis Jonathan F
(Last)(First)(Middle)
212 DOLSON AVENUE
(Street)
MIDDLETOWN NEW YORK 10940
(City)(State)(Zip)
UNITED STATES
(Country)		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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock9,166(1)(2)D
Common Stock400IBy Spouse
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock(3)04/01/2026A$139 (3) (3)Common Stock139$32.327,222D
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. Includes 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.
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.
/s/ Jennifer Staub, pursuant to power of attorney04/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Orange County Bancorp (OBT) report for Jonathan F. Rouis?

Orange County Bancorp reported a compensation-related grant to director Jonathan F. Rouis of phantom stock tied to 139 common shares at $32.32 per unit. This is a derivative award, not an open-market purchase or sale of stock.

How many Orange County Bancorp (OBT) shares does Jonathan F. Rouis hold after this filing?

After this filing, Jonathan F. Rouis holds 9,166 shares of Orange County Bancorp common stock directly and 400 shares indirectly through his spouse. He also holds 7,222 phantom stock units that track the value of the company’s common stock.

What is the phantom stock granted to Jonathan F. Rouis by Orange County Bancorp (OBT)?

The phantom stock is a cash-settled or share-settled award economically equivalent to one common share per unit. For Rouis, each phantom share mirrors a common share’s value and becomes payable when he separates from service as a director of the company.

How are the restricted stock units for Orange County Bancorp (OBT) director Jonathan F. Rouis structured?

Some restricted stock units for Jonathan F. Rouis vest 100% on the grant date, while others vest 100% on February 19, 2027. All such units are settled in Orange County Bancorp common stock when he separates from service with the company.

Does the Form 4 for Orange County Bancorp (OBT) show any open-market buying or selling by Jonathan F. Rouis?

The Form 4 does not show open-market buying or selling by Jonathan F. Rouis. It reflects a grant of phantom stock as compensation and updated holdings of common stock, including shares held directly and indirectly through his spouse.