Orange County Bancorp, Inc. current report, 21 January 2022

Orange County Bancorp, Inc. — Form 8-K Summary

Business Context and Reporting Period

Orange County Bancorp, Inc. filed a Form 8-K dated January 21, 2022, reporting changes to the boards of the Company and its wholly owned subsidiary, Orange Bank & Trust Company. The filing was signed on January 24, 2022.

Key Financial Metrics

The filing does not provide revenue, profit, cash flow, margin, debt, liquidity, balance-sheet, or other operating metrics. It includes no financial statements or pro forma financial information.

Material Changes

  • Director Virginia K. Rizzo notified the Company and the Bank that she would not stand for re-election at the next annual meeting.
  • Ms. Rizzo did not cite any disagreement with the Company or the Bank.
  • Kevin J. Keane was appointed to the boards of both the Company and the Bank effective January 21, 2022.
  • Mr. Keane is expected to join the Compensation and Finance Committees of both boards.

Outlook, Risks, and Unusual Items

The filing provides no earnings guidance, financial outlook, material contingencies, or new operating risks. Mr. Keane is the Managing Partner of PKF O’Connor Davies, described as the nation’s 27th largest accounting and advisory firm. The filing states that he has no transaction with the Company or the Bank requiring disclosure under Item 404(a) of Regulation S-K.

Important Facts to Verify

  • Confirm the effective date and committee assignments associated with Mr. Keane’s appointment.
  • Monitor the next annual meeting for formal shareholder action regarding Ms. Rizzo’s departure and board composition.
  • Review Exhibit 99.1 for the press release and any additional biographical or governance information.
  • Obtain separate periodic filings for financial performance, capital, liquidity, and risk information, which are not included in this Form 8-K.