Dineen David P 4

What Happened

• David P. Dineen, Senior Vice President and Director of Wealth Services at Orange County Bancorp (OBT), received an award of 4,333 shares (reported as acquisition code A) on 2026-03-19 at $0.00 — this indicates a grant of restricted stock units (RSUs), not a cash purchase. On the same date 790 shares were surrendered/withheld (code F) at $31.15 per share to cover a tax liability, totaling $24,609.
• The award is recorded as a grant (not an open-market buy). The withholding of 790 shares is a tax-related disposal and is routine for equity compensation; it is not an open-market sale for investment purposes.

Key Details

• Transaction dates: 2026-03-19 (grant and withholding); Form 4 filed 2026-03-23 (timely).
• Grant: 4,333 shares @ $0.00 (RSU award).
• Withholding/payment: 790 shares @ $31.15 = $24,609 (to satisfy tax liability).
• Shares owned after the transaction: not specified in the filing.
• Relevant footnotes from the filing:
  • F1–F3: These RSUs vest 1/3 per year with different commencement dates (Mar 21, 2025; Mar 20, 2026; Mar 19, 2027) — indicating multi-year vesting schedules.
  • F4: Some reported transactions reflect items not required to be reported under Section 16.
• Filing timeliness: Report filed on 2026-03-23 for a 2026-03-19 transaction, which meets the standard Form 4 filing window.

Context

• RSU grants (code A) are compensation awards that typically vest over time; they are not direct purchases and do not necessarily signal buying interest. The withholding (code F) is a common mechanism where a portion of awarded shares are surrendered to cover tax obligations — often labeled as a disposal but not an open-market sale.
• No indication in the filing of a 10% owner transaction, 10b5-1 plan, or an immediate open-market sale of shares beyond the tax withholding.