Rhinebeck Bancorp, Inc. current report, 25 August 2020

Rhinebeck Bancorp, Inc. Form 8-K Summary

Reporting date: August 25, 2020. The filing reports a governance change under Item 5.02; it does not provide operating or financial results for a reporting period.

Business Context and Corporate Action

  • Steven E. Howell was appointed to the boards of Rhinebeck Bancorp, Inc., Rhinebeck Bancorp, MHC, and Rhinebeck Bank, the Company’s wholly owned subsidiary.
  • Mr. Howell is a certified public accountant and has been a partner at RBT CPAs, LLP since 1987.
  • His prior board experience includes serving as a director of Hometown Bank, Hometown Bancorp MHC, and Hometown Bancorp, and as chairman from 2012 until their 2017 acquisition.
  • His board term is scheduled to continue until the Company’s 2023 Annual Meeting of Stockholders.
  • Mr. Howell was appointed to the Audit Committee.

Financial and Operating Metrics

The filing does not provide revenue, net income, cash flow, margins, debt, liquidity, balance-sheet data, guidance, or other operating metrics.

Material Changes, Compensation, and Related-Party Matters

  • The material reported change is the appointment of a new director across the Company, its mutual holding company parent, and the Bank.
  • The filing does not disclose compensation arrangements for Mr. Howell.
  • The filing states that Mr. Howell is not party to any transaction with the Company or the Bank requiring disclosure under Item 404(a) of Regulation S-K.

Outlook, Risks, and Unusual Items

No management guidance, outlook, contingencies, unusual financial items, or new business risks are discussed. The filing identifies Mr. Howell’s accounting and prior financial-institution board experience as relevant background for his board and Audit Committee roles.

Investor Verification Items

  • Verify the effective appointment date of August 25, 2020 and the term through the 2023 Annual Meeting.
  • Review subsequent filings for Mr. Howell’s committee assignments, compensation, independence determination, and any changes in board composition.
  • Consult the Company’s proxy statement for the full director biography and governance disclosures.
  • Use the Company’s periodic reports, rather than this filing, to assess financial performance, liquidity, capital, credit quality, and outlook.