Rowley Richard B 4

What Happened

• Richard B. Rowley, a director of Orange County Bancorp, reported a grant of 866 restricted stock units (RSUs) on Feb 19, 2026 (acquired at $0 per share, aggregate $0) and a disposition of 995 shares to the issuer on Feb 20, 2026 (price not reported). The filing also reports an additional derivative award on Feb 20, 2026 (no share amount or price reported).

Key Details

• Transaction dates: Grant (A) — 2026-02-19 (866 RSUs @ $0.00); Disposition to issuer (D) — 2026-02-20 (995 shares, price N/A); Additional derivative grant (A) — 2026-02-20 (amount N/A).
• Reported values: Grant listed at $0 (RSUs); disposition price not reported in the filing.
• Shares owned after transaction: not specified in the provided filing summary.
• Relevant footnotes:
  • F1/F4: Some RSUs vest 100% as of grant or on Feb 19, 2027 and settle in shares upon separation from service.
  • F2: RSUs vesting 100% on Feb 20, 2026 were deferred into the company’s Stock-Based Deferral Plan and will settle in shares upon separation.
  • F3: Phantom stock reported is the economic equivalent of common shares and becomes payable upon a director’s separation from service.
• Filing date: Form 4 filed Feb 23, 2026 (reporting period begins Feb 19, 2026). The filing itself does not state a late-filing code in the provided summary.

Context

• The reported grant entries are awards/deferrals (not open-market purchases), and the disposition to the issuer is often used to satisfy tax withholding or similar obligations when awards vest; the filing itself does not explain the reason. Derivative/phantom units and deferred RSUs generally settle in shares only upon a director’s separation from service, so these awards do not necessarily indicate an immediate purchase or sale of stock.