Orange County Bancorp Changes Fiscal Year End

Ticker: OBT · Form: 8-K · Filed: Jun 21, 2024 · CIK: 1754226

Orange County Bancorp, Inc. /De/ 8-K Filing Summary
FieldDetail
CompanyOrange County Bancorp, Inc. /De/ (OBT)
Form Type8-K
Filed DateJun 21, 2024
Risk Levellow
Pages2
Reading Time3 min
Key Dollar Amounts$0.50, $1,000 b, $125,000
Sentimentneutral

Sentiment: neutral

Topics: fiscal-year-change, administrative, financial-reporting

Related Tickers: OCBC

TL;DR

OCBC is changing its fiscal year end to 12/31, effective 6/17/2022.

AI Summary

Orange County Bancorp, Inc. filed an 8-K on June 17, 2022, reporting a change in its fiscal year end to December 31st. This filing also includes financial statements and exhibits related to this change. The company is incorporated in Delaware and its principal executive offices are located in Middletown, New York.

Why It Matters

A change in fiscal year end can impact reporting schedules and financial analysis, potentially affecting investor perception and investment decisions.

Risk Assessment

Risk Level: low — This filing is a routine administrative update regarding the company's fiscal year end and does not indicate any significant operational or financial distress.

Key Numbers

  • 1231 — New Fiscal Year End (The company has officially changed its fiscal year end to December 31st.)

Key Players & Entities

  • Orange County Bancorp, Inc. (company) — Registrant
  • Delaware (jurisdiction) — State of Incorporation
  • Middletown, New York (location) — Principal Executive Offices
  • June 17, 2022 (date) — Date of earliest event reported
  • December 31 (date) — New Fiscal Year End

FAQ

What is the primary purpose of this 8-K filing?

The primary purpose of this 8-K filing is to report a change in the registrant's fiscal year end and to include related financial statements and exhibits.

When did the change in fiscal year end become effective?

The date of the earliest event reported, which is the effective date of the change, is June 17, 2022.

What is the new fiscal year end for Orange County Bancorp, Inc.?

The new fiscal year end for Orange County Bancorp, Inc. is December 31st.

In which state is Orange County Bancorp, Inc. incorporated?

Orange County Bancorp, Inc. is incorporated in Delaware.

What is the address of the company's principal executive offices?

The address of the company's principal executive offices is 212 Dolson Avenue, Middletown, New York 10940.

Filing Stats: 689 words · 3 min read · ~2 pages · Grade level 10.5 · Accepted 2024-06-21 16:50:45

Key Financial Figures

  • $0.50 — ich registered Common Stock, par value $0.50 OBT The Nasdaq Stock Market LLC I
  • $1,000 b — of Company capital stock worth at least $1,000 based on the fair market value of the sto
  • $125,000 — 2022 to provide that directors must own $125,000 of Company common stock (the "2022 Amen

Filing Documents

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Effective June 20, 2024, the Board of Directors of Orange County Bancorp, Inc. (the "Company") amended Article 4, Section 2 of the Company's Bylaws to provide that, similar to the requirements in the National Bank Act, directors of the Company must own shares of Company capital stock worth at least $1,000 based on the fair market value of the stock as of either (i) the date of purchase or (ii) the date the person became a director, whichever value is greater. A copy of the Amended and Restated Bylaws is filed as Exhibit 3.1 hereto and is incorporated herein by reference. The Company had previously amended its Bylaws (i) on June 17, 2022 to provide that directors must own $125,000 of Company common stock (the "2022 Amendment"), and (ii) on June 15, 2023 to provide that directors must own Company common stock in accordance with the Company's Stock Ownership Guidelines (the "2023 Amendment"), which generally provide that non-executive directors have five years from either the establishment of the Stock Ownership Guidelines or their individual appointment as director, whichever is later, to own approximately $125,000 worth of Company common stock. The Company's Stock Ownership Guidelines remain in place as a standalone policy, separate from and in addition to the stock ownership requirements in the Bylaws. The text of the 2022 Amendment and the text of the 2023 Amendment are attached hereto as Exhibit 3.2 and Exhibit 3.3, respectively, and are incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (a)

Financial statements of businesses acquired. None

Financial statements of businesses acquired. None. (b) Pro forma financial information. None. (c) Shell company transactions: None. (d) Exhibits. 3.1 Amended and Restated Bylaws of Orange County Bancorp, Inc. 3.2 Text of 2022 Amendment to the Bylaws of Orange County Bancorp, Inc. 3.3 Text of 2023 Amendment to the Bylaws of Orange County Bancorp, Inc. 104 Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. ORANGE COUNTY BANCORP, INC. DATE: June 21, 2024 By: /s/ Michael Lesler Michael Lesler Executive Vice President and Chief Financial Officer

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