Auburn National Bancorporation Grants RSUs to Named Executives

What Happened
Auburn National Bancorporation, Inc. (AUBN) reported in an 8-K that its Compensation Committee approved grants of Restricted Stock Units (RSUs) on June 5, 2026 under the Company’s 2024 Equity and Incentive Compensation Plan. A total of 4,475 RSUs were awarded to the three named executive officers: David A. Hedges (2,078 RSUs), W. James Walker, IV (1,207 RSUs), and Robert L. Smith (1,190 RSUs). Each RSU converts to one share of common stock upon vesting; awards are subject to tax and withholding.

Key Details

• Total RSUs awarded: 4,475 (Hedges 2,078; Walker 1,207; Smith 1,190).
• Vesting schedule: annual over three years — 33% on June 5, 2027; 33% on June 5, 2028; 34% on June 5, 2029.
• Dividend Equivalents: additional RSUs credited when company pays dividends (calculated based on dividend amount divided by Nasdaq closing price on dividend date); these follow same vesting terms.
• Acceleration/forfeiture: 100% vesting on death or disability; pro rata or other accelerated vesting for retirement, termination without cause, or certain change-in-control scenarios; otherwise unvested RSUs terminate on employment termination.
• Restrictions: confidentiality covenant (during employment + 2 years), non-solicit of employees/customers (during employment + 1 year), no pledge/transfer of RSUs, and compliance with insider trading policy.

Why It Matters
These awards are part of Auburn National’s executive compensation and align pay with stock performance over a multi-year period. Upon vesting, the original RSUs would convert into at least 4,475 shares (with potential additional shares from Dividend Equivalents), so investors should note the possible modest future increase in outstanding shares and that these grants are intended to retain executives and link their interests to shareholders.