$RBKB·8-K

Rhinebeck Bancorp, Inc. · Jun 29, 4:38 PM ET

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Rhinebeck Bancorp, Inc. 8-K

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Rhinebeck Bancorp Approves Conversion to Stock Holding Company

What Happened
Rhinebeck Bancorp, Inc. announced on June 29, 2026 that stockholders approved an Amended and Restated Plan of Conversion and Reorganization to convert Rhinebeck Bancorp, MHC from a mutual holding company to a stock holding company. The plan includes the merger of Rhinebeck Bancorp, MHC into the Company and amendments to the Company’s articles of incorporation, as described in the proxy statement/prospectus. The company also reported the vote on an adjournment proposal and filed a press release announcing receipt of stockholder and depositor approvals.

Key Details

  • Vote on the conversion (including votes cast by Rhinebeck Bancorp, MHC): For 10,108,446; Against 7,369; Abstain 441.
  • Vote on the conversion (excluding MHC votes): For 3,762,471; Against 7,369; Abstain 441.
  • Vote on adjournment (if needed): For 10,091,712; Against 24,113; Abstain 431.
  • Form 8-K filed June 29, 2026; press release announcing approvals filed as Exhibit 99.1. Filing signed by Matthew J. Smith, President & CEO.

Why It Matters
Approval completes a key procedural step to change Rhinebeck’s ownership structure from a mutual holding company to a stock holding company, which legally enables the issuance of stock and a change in governance and shareholder rights under the amended articles. For investors, the conversion can allow the company to raise capital via stock offerings and alters how ownership and voting will be structured going forward. The company’s press release also notes depositor approvals, indicating broader stakeholder consent for the conversion process.

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