Orange County Bancorp (OBT) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 26, 2026, to elect three directors and ratify Crowe LLP as the independent auditor for 2026.

• Shareholders of record as of March 30, 2026, are entitled to vote; voting can be done by mail, phone, or online.

• The proxy materials, including the 2025 Form 10-K and Annual Report, are available online.

Voting matters and shareholder proposals

• Proposals include electing three directors for three-year terms and ratifying Crowe LLP as auditor.

• The Board recommends voting FOR all director nominees and FOR auditor ratification.

• Shareholders may submit proposals for the 2027 meeting by December 16, 2026, and director nominations must meet SEC and bylaw requirements.

Board of directors and corporate governance

• The Board consists of nine members divided into three classes, with three directors up for election in 2026.

• All directors except the CEO are independent under Nasdaq standards.

• The Board is chaired by an independent director and conducts annual CEO evaluations.

• Committees include Audit and Risk, Compensation, and Nominating and Corporate Governance, each with written charters.

• Stock ownership guidelines require directors and executives to hold specified amounts of company stock.