Bronzi Philip J 4

What Happened

• Philip J. Bronzi, 1st Senior Vice President and Commercial Market President of Rhinebeck Bancorp (RBKB), exercised 7,000 stock options on April 28, 2026. The exercise shows acquisition of 7,000 shares at an exercise price/value of $6.57 per share (total $45,990).
• To satisfy tax/exercise-related obligations, 2,838 of the newly acquired shares were withheld/disposed at an attributed value of $16.20 per share (total ~$45,976). The underlying derivative (the 7,000 options) was reported as converted/disposed as part of the exercise.
• Net effect: Bronzi acquired 7,000 shares and had 2,838 shares withheld, resulting in a net increase of 4,162 shares held by him (7,000 − 2,838 = 4,162).

Key Details

• Transaction date(s): April 28, 2026; Form 4 filed April 30, 2026 (reporting period 4/28/2026).
• Specifics:
  • M (option exercise): 7,000 shares acquired at $6.57 / share = $45,990.
  • F (payment of exercise price or tax liability): 2,838 shares withheld/disposed at $16.20 / share = $45,976.
  • M (derivative disposed): 7,000 derivative units reported disposed at $0.00 (reflects conversion of options).
• Shares owned after transaction: not specified in the filing.
• Footnotes: F1 notes certain transactions were not required to be reported pursuant to Section 16; F2 states the stock options were fully vested.
• Filing timeliness: Form filed two days after the transaction date; no late filing flag indicated.

Context

• This was an option exercise (transaction code M) with shares withheld to satisfy tax or exercise obligations (code F), i.e., a net/cashless-type action for withholding purposes. The filing shows the options were fully vested (F2), so the insider was entitled to exercise them.
• Exercises are technically acquisitions (insider received shares), though withholding reduced the net new shares delivered. As always, this is a factual report of the transactions and does not state motive.