Sousa Gregory 4

4 · Orange County Bancorp, Inc. /DE/ · Filed Feb 23, 2026

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Updated Feb 23, 2026

Orange County Bancorp (OBT) EVP Gregory Sousa Receives Award

What Happened

Gregory Sousa, EVP and Deputy Chief Legal Officer of Orange County Bancorp (OBT), received a grant/award reported as a derivative acquisition on Feb 19, 2026. The filing lists a per-share reference price of $28.38 but shows the number of shares acquired as "N/A" and does not disclose a total dollar value. This was an award (compensation), not a market purchase or sale.

Key Details

Transaction date: 2026-02-19; Form 4 filed: 2026-02-23 (filed within the typical two-business-day reporting window).
Reported price reference: $28.38 per share; reported shares acquired: N/A (derivative award — no immediate share count provided).
Shares owned after transaction: not specified in the filing.
Footnotes of interest:
- F1–F3: Portions of awards are restricted stock units (RSUs) that vest 1/3 per year, with vesting commencement dates of Mar 11, 2024; Mar 21, 2025; and Mar 20, 2026 respectively.
- F4: Some items reflect transactions not required to be reported under Section 16.
- F5: Includes phantom stock interests under a Performance‑Based SERP that may be settled in company shares upon distribution, depending on prior elections.
Filing timeliness: filed Feb 23, 2026 — within the standard reporting window for a Feb 19 transaction.

Context

This was an equity award (RSUs and/or phantom stock) used for compensation. Such awards vest over time and do not represent an immediate cash purchase or sale of stock; they may convert to shares later or be settled in cash depending on plan terms. Awards are routine executive compensation and should not be interpreted alone as a strong buy/sell signal.

Form 4

Period: 2026-02-19

EVP and Deputy CLO

Transactions

Award
Phantom Stock
[F5]
2026-02-19$28.38/sh→ 4,915 total
→ Common Stock (1,233 underlying)

Holdings

Footnotes (5)

[F1]Includes restricted stock units which vest at a rate of 1/3 per year commencing on March 11, 2024.
[F2]Includes restricted stock units which vest at a rate of 1/3 per year commencing on March 21, 2025.
[F3]Includes restricted stock units which vest at a rate of 1/3 per year commencing on March 20, 2026.
[F4]Reflects transactions not required to be reported pursuant to Section 16 of the Securities Exchange Act of 1934, as amended.
[F5]Represents deemed investments in connection with the Performance-Based SERP. Phantom stock interests under the Performance-Based SERP may be settled in shares of Company stock upon distribution to the reporting person, based on their prior election.

Signature

/s/ Jennifer Staub, pursuant to power of attorney|2026-02-23

1 file