HOLCOMBE GREGORY F 4/A

What Happened

• Gregory F. Holcombe, a director of Orange County Bancorp, received an award of 866 shares on 2026-02-19 (recorded as an acquisition at $0.00). On 2026-02-20 he had 995 shares disposed to the issuer at $0.00 (no cash proceeds reported). The filing also reports a derivative grant on 2026-02-20 (N/A shares/pricing) related to deferred/phantom awards. All reported transaction amounts are $0.00 in this Form 4.

Key Details

• Transaction dates and prices:
  • 2026-02-19: Grant/acquisition of 866 shares at $0.00 (award/RSU-type).
  • 2026-02-20: Disposition to issuer of 995 shares at $0.00 (no cash proceeds).
  • 2026-02-20: Additional derivative grant reported (shares/pricing N/A).
• Shares owned after the transactions: Not disclosed on this filing.
• Notable footnotes: Footnotes indicate these were restricted stock units or phantom stock that vest/settle upon separation (includes RSUs vesting 2/20/26 that were deferred into a stock-based deferral plan, RSUs vesting 2/19/27, and phantom stock payable on separation).
• Filing status/timeliness: This is an amended Form 4 filed 2026-03-17 for transactions dated 2026-02-19/20; the filing was submitted more than two business days after the reported transactions (i.e., late/amended).

Context

• The award transactions appear to be grants of restricted stock units or phantom stock that do not involve an open-market purchase or sale by the director. The disposition to the issuer at $0.00 is commonly used for tax withholding or similar settlement when RSUs vest and does not necessarily reflect a market sale. The derivative entry reflects deferred/phantom awards that will settle in shares upon the director’s separation of service.