UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  February 24, 2022

Orange County Bancorp, Inc.
(Exact Name of Registrant as Specified in Charter)

Delaware
 
001-40711
 
26-1135778
(State or Other Jurisdiction
of Incorporation)
 
(Commission File No.)
 
(I.R.S. Employer
Identification No.)
     
212 Dolson Avenue, Middletown, New York
 
10940
(Address of Principal Executive Offices)
 
(Zip Code)

Registrant's telephone number, including area code: (845) 341-5000

Not Applicable
(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.50
OBT
The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 8.01 Other Events

On February 24, 2022, Orange Bank & Trust Company (the “Bank”), the banking subsidiary of Orange County Bancorp, Inc., announced the appointment of Elizabeth Jones to the role of Senior Vice President and Chief Operating Officer of the Bank.

A press release announcing the appointment of Ms. Jones is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits

(a)
Financial statements of businesses acquired.  None.
   
(b)
Pro forma financial information.  None.
   
(c)
Shell company transactions: None.
   
(d)
Exhibits.
 
 
104
 
Press release dated February 24, 2022
 
Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)

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: February 25, 2022
By:       /s/ Robert Peacock
 
Robert Peacock
 
Senior Executive Vice President
and Chief Financial Officer





Exhibit 99.1


Orange Bank & Trust Promotes Elizabeth Jones to Senior Vice President and
Chief Operating Officer

MIDDLETOWN, N.Y. – February 24, 2022 — Orange Bank & Trust Company (the “Bank”), the banking subsidiary of Orange County Bancorp, Inc. (the “Company” - Nasdaq: OBT), is pleased to announce the promotion of Elizabeth Jones to the role of Senior Vice President and Chief Operating Officer of the Bank.
Jones joined Orange Bank & Trust in 2016 as 1st Vice President, Director of Branch and Deposit Operations. In 2018, she was given the responsibility of Loan Operations, and in 2021, she was promoted to Director of Operations, adding responsibility for the Bank’s IT Department.
“This well-deserved promotion follows the completion of several significant operational projects led by Liz,” said Michael Gilfeather, President and CEO of Orange Bank & Trust Company. “Most recently, Liz’s oversight of the Bank’s core conversion demonstrated her strong leadership skills and ability to handle challenges of the highest level.”
In her new role, Jones will oversee all bank and loan operations. Working with the entire Orange Bank team, this will include ongoing efforts to leverage the Company’s unique structure and product offerings in support of client needs, as well as oversight of the Compliance, Audit, and IT departments and Facilities.
 “Liz was a natural choice for this role. Her ability to act decisively and welcome challenges that might deter others is foundational to her and our success,” added Gilfeather. “She has also played an integral role in developing and supporting the amazing culture at the Bank and we look forward to her continued success!”
Prior to joining Orange Bank & Trust, Jones worked at Sterling National Bank, where she served in various roles during her 20-year tenure, most recently as 1st Vice President, Sales and Service Administration.
About Orange County Bancorp Inc.
Orange County Bancorp, Inc. is the parent company of Orange Bank & Trust Company and Hudson Valley Investment Advisors, Inc. Orange Bank & Trust Company is an independent bank that began with the vision of 14 founders over 125 years ago. It has grown through ongoing innovation and an unwavering commitment to its community and business clientele to more than $2.0 billion in total assets. Hudson Valley Investment Advisors, Inc. is a Registered Investment Advisor in Goshen, NY. It was founded in 1996 and was acquired by the Company in 2012. In recent years, Orange Bank & Trust has added branches in Rockland, Westchester and the Bronx.




Forward Looking Statements
Certain statements contained herein are “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward looking statements may be identified by reference to a future period or periods, or by the use of forward-looking terminology, such as “may,” “will,” “believe,” “expect,” “estimate,” “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms. Forward looking statements are subject to numerous risks and uncertainties, including, but not limited to, those related to the real estate and economic environment, particularly in the market areas in which the Company operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, credit risk management, asset-liability management, the financial and securities markets and the availability of and costs associated with sources of liquidity. Further, given its ongoing and dynamic nature, it is difficult to predict what the continuing effects of the COVID-19 pandemic will have on our business and results of operations. The pandemic and related local and national economic disruption may, among other effects, continue to result in a material adverse change for the demand for our products and services; increased levels of loan delinquencies, problem assets and foreclosures; branch disruptions, unavailability of personnel and increased cybersecurity risks as employees work remotely.
The Company wishes to caution readers not to place undue reliance on any such forward looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company’s financial performance and could cause the Company’s actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake and specifically declines any obligation to publicly release the results of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.