Gilfeather Michael J 4

What Happened

• Michael J. Gilfeather, President & CEO and a director of Orange County Bancorp (OBT), received stock awards (restricted stock units) on March 19, 2026 totaling 26,291 shares (16,853 + 9,438) at $0.00 per share. On the same date he had 6,189 shares disposed/withheld to cover taxes at $31.15 per share (proceeds/value related to withholding: $192,787) and separately purchased 200 shares in the open market at $31.25 for $6,250.
• The awards are grants of restricted stock units (not open-market purchases) and the 6,189-share disposition is a tax withholding (routine), while the 200-share open-market purchase is an outright buy (a small reported purchase).

Key Details

• Transaction date: March 19, 2026. Form 4 filed March 23, 2026 (timely; filed within the required two business days).
• Awards granted: 16,853 RSUs and 9,438 RSUs (acquired at $0.00).
• Tax withholding: 6,189 shares surrendered/withheld at $31.15 (tax payment value shown $192,787).
• Open-market purchase: 200 shares at $31.25 ($6,250).
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnotes: filing notes multiple RSU vesting schedules (e.g., vesting 1/3 per year from various commencement dates, single-date vesting on certain dates) and that phantom stock units are economically equivalent to shares and payable upon separation of service.

Context

• The grants are restricted stock units (RSUs) with staggered vesting per the footnotes; the withheld 6,189 shares represent a routine tax withholding on those awards, not a market sell driven by investment intent.
• The 200-share open-market purchase is a small buy and may be of interest as a direct purchase by the CEO, but it is modest in size relative to the awarded and withheld shares.