Form 8-K

8-K — Orange County Bancorp, Inc. /DE/

Accession: 0000943374-26-000176

Filed: 2026-04-28

Period: 2026-04-28

CIK: 0001754226

SIC: 6022 (STATE COMMERCIAL BANKS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — form8k_042826.htm (Primary)

EX-99.1 — PRESS RELEASE DATED APRIL 28, 2026 (ex99-1_8k042826.htm)

GRAPHIC (image0.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — ORANGE COUNTY BANCORP, INC. FORM 8-K APRIL 28, 2026

8-K (Primary)

Filename: form8k_042826.htm · Sequence: 1

false000175422600017542262026-04-282026-04-28

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): April 28, 2026

Orange County Bancorp, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware

001-40711

26-1135778

(State or Other Jurisdiction)

(Commission File No.)

(I.R.S. Employer

of Incorporation)

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 $0.25

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 2. 02 Results of Operations and Financial Condition

On April 28, 2026, Orange County Bancorp, Inc. (the “Company”) issued a press release reporting its financial results at and for the three

months ended March 31, 2026.

A copy of the press release is attached as Exhibit 99.1 to this report and is being furnished to the Securities and Exchange Commission and

shall not be deemed filed for any purpose.

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.

99.1

Press release dated April 28,

2026

104

Cover Page for this Current Report on Form 8-K, 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: April 28, 2026

By:

/s/ Michael Lesler

Michael Lesler

Executive Vice President and Chief Financial Officer

EX-99.1 — PRESS RELEASE DATED APRIL 28, 2026

EX-99.1

Filename: ex99-1_8k042826.htm · Sequence: 2

EXHIBIT 99.1

FOR IMMEDIATE RELEASE

Orange County Bancorp, Inc. Announces Record First Quarter Earnings:

•

Net Income increased $2.6 million, or 29.6%, to $11.3 million for the quarter ended March 31, 2026, from $8.7 million for the quarter ended March

31, 2025, marking record first quarter earnings

•

Net Interest Margin increased 45 basis points, or 11.4%, to 4.40% for the three months ended March 31, 2026, from 3.95% for the three months ended

March 31, 2025

•

Total Deposits increased $39.4 million, or 1.7%, to $2.4 billion at March 31, 2026, from $2.3 billion at year-end 2025

•

Total Loans increased $1.7 million, or less than 1.0%, to remain relatively level at approximately $2.0 billion at March 31, 2026 and December 31,

2025

•

Earnings per share grew $0.08 per share, or 10.4%, to $0.85 per share for the quarter ended March 31, 2026 from $0.77 per share for the quarter

ended March 31, 2025

•

Book value per share grew $0.48, or 2.3%, to $21.75 at March 31, 2026, from $21.27 at December 31, 2025

MIDDLETOWN, N.Y., April 28, 2026

– Orange County Bancorp, Inc. (the “Company” - Nasdaq: OBT), parent company of Orange Bank & Trust Co. (the “Bank”) and Orange Investment Advisors, Inc. (“OIA”), today announced net income of $11.3 million, or $0.85 per basic and diluted share,

for the three months ended March 31, 2026. This compares with net income of $8.7 million, or $0.77 per basic and diluted share, for the three months ended March 31, 2025. The increase in earnings per share, basic and diluted, was due primarily to

an increase in net interest income coupled with a reduction in provision for credit losses partially offset by an increase in noninterest expense during the current period.

Book value per share grew $0.48, or 2.3%, from $21.27 at December 31, 2025 to $21.75 at March 31, 2026. Tangible book value per share

increased $0.49, or 2.4%, from $20.83 at December 31, 2025 to $21.32 at March 31, 2026 (see “Non-GAAP Financial Measure Reconciliation” below for additional detail). These increases were due to earnings growth during the three months ended March 31, 2026 offset by an increase in unrealized losses on the available for sale

securities (“AFS”) portfolio resulting from interest rate fluctuation during the period.

“I am pleased to announce record first quarter financial results for the Bank led by growth of our low-cost deposit base and

continued strength in our net interest margin,” said Orange County Bancorp President and CEO Michael Gilfeather and added “this expansion continued despite today’s

challenging macroeconomic and geopolitical environments.”

“For the quarter ended March 31, 2026, the Bank earned $11.3

million, a $2.6 million, or 29.6% increase, over the same quarter last year. Total loans increased a modest $1.7 million for the quarter, keeping our total loan portfolio relatively flat at $2 billion versus year-end 2025. The average yield on the

loan portfolio was 6.18%, up 13 basis points, or 2.15% from the same period last year, and down 6 basis points, or less than 1% versus the prior quarter.

Total deposit growth for the quarter continued a favorable trend, increasing $39.4 million, or 1.7%, to $2.4 billion at March 31,

2026 from $2.3 billion at December 31, 2025. The bulk of this growth reflected core deposits and was sourced within the Bank, enabling us to continue to reduce the use of higher cost, broker-sourced deposits. As discussed previously, we have made

organically sourced deposits a key focus of the Bank, and this initiative continues to meet with success. Our average cost of deposits for the quarter was 1.03% down 26 basis points, or 20.2% from Q1 2025 and down 8 basis points or 7.2% versus Q4

2025, and remains a key competitive strength of the Bank.

Given higher lending rates and lower deposit costs, net interest margin continued to improve during the quarter, increasing 45 basis points to 4.40% for

the three months ended March 31, 2026, from 3.95% for the three months ended March 31, 2025. Net interest margin was also helped by loan repayments near quarter end. We are always actively managing our loan portfolio and deposits with the goal of

optimizing financial performance and delivering market leading results.

Breaking with otherwise strong metrics, our Wealth Managament division experienced a pullback from its recent growth path during the quarter. For the

three months ending March 31, 2026, Wealth Management earned $3.3 million, down $171 thousand, or 5.0% versus the same quarter last year and down $465 thousand, or 12.5% versus the prior quarter. During the quarter, earnings for Wealth Management

were impacted by reduction in assets under management (AUM), partially resulting from volatility within the equity markets, the interest rate environment, and overall economy combined with last year’s divisional restructuring. We believe synergies

between the Bank and Wealth Management division will position us to not only replace lost AUM but accelerate their growth further. We remain excited by the prospects for this division and view it as a key component of our business strategy and client

value proposition.

The strength of our business model once again enabled us to navigate recent macroeconomic challenges successfully. I am proud of the results and remain

optimistic about our opportunities. I also remain confident in our team’s ability to respond quickly to changing circumstances from a foundation of experience to effectively manage risk, serve our clients, and pursue new opportunities in our

operating markets. This is the true power of a well run regional bank. As always, I thank our committed employees, customers, and shareholders for their continued

confidence and support.”

First Quarter 2026 Financial Review

Net Income

Net income for the first quarter of 2026 was $11.3 million, an increase of $2.6 million, or 29.6%, from net income of $8.7 million for

the first quarter of 2025. The growth in net income represents a combination of increased net interest income as well as a reduced provision for credit losses partially offset by increased noninterest expense during the quarter. The improvement in

the provision for credit losses represents the effect of slower loan growth resulting from late first quarter loan repayments combined with lower reserve requirements related to the composition and performance of the loan portfolio and the associated

impact of modeling projected losses under CECL.

Net Interest Income

For the three months ended March 31, 2026, net interest income rose $4.3 million, or 18.1%, to $27.9 million as compared to $23.6

million during the same period last year reflecting an increase in total interest income of $2.5 million as a result of growth in interest and fees associated with loans and a decrease in total interest expense of $1.8 million mainly due to lower

interest costs resulting from reduced borrowing costs during the current period.

Total interest income rose $2.5 million, or 8.0%, to $34.4 million for the three months ended March 31, 2026, compared to $31.9 million

for the three months ended March 31, 2025. The increase reflected 9.1% growth in interest and fees associated with loans coupled with an increase of interest income associated with fed funds and balances held at correspondent banks offset by a net

decrease in interest income associated with investment securities.

Total interest expense decreased $1.8 million during the first quarter of 2026, to $6.5 million, as compared to $8.3 million in the

first quarter of 2025. Interest expense from FHLB advances and borrowings during the current quarter totaled $98 thousand as compared to $931 thousand during the first quarter of 2025. The decrease primarily represented the effect of lower average

balances and average costs associated with FHLB borrowings. Interest expense associated with savings and NOW accounts totaled $5.3 million during the first quarter of 2026 as compared to $4.9 million during the first quarter of 2025. Interest

expense related to subordinated notes increased and totaled $430 thousand during the first quarter of 2026 as compared to $230 thousand during the first quarter of 2025.

Provision for Credit Losses

Provision for credit losses reflected a net recovery of

$436 thousand for the three months ended March 31, 2026 as compared to an expense of $202 thousand for the three months ended March 31, 2025. The 2026 recovery was due primarily to slower loan growth during the first quarter of 2026

combined with the effect of customary model calibration for projected lifetime losses for the portfolio and lower reserves associated with the composition of loans closed during the first quarter of 2026. The allowance for credit losses to total loans was 1.43% as of March 31, 2026 versus 1.45% as of December 31, 2025. No additional reserves for investment securities were recorded during either of the

first quarters of 2026 or 2025.

Non-Interest Income

Non-interest income decreased $179 thousand, or 4.1%, to $4.2 million for the three months ended March 31, 2026 as compared to $4.4

million for the three months ended March 31, 2025. This reduction was related primarily to a decrease in investment advisory income combined with a reduction of earnings on bank-owned life insurance due to a receipt of BOLI proceeds in the first

quarter of 2025. The Company’s other fee income categories, including trust income and service charges on deposit accounts, experienced growth during the quarter.

Non-Interest Expense

Non-interest expense was $17.9 million for the first quarter of 2026, reflecting an increase of $1.4 million, or 8.7%, as compared to

$16.5 million for the same period in 2025. The increase in non-interest expense for the current three-month period continues to reflect the Company’s investment in growth. This investment consists primarily of increases in compensation, occupancy,

and professional fees as well as significant expense related to information technology. Our efficiency ratio, which is a non-GAAP measurement, improved to 55.9% for the three months ended March 31, 2026, from 58.9% for the same period in 2025.

Income Tax Expense

Provision for income taxes for the three months ended March 31, 2026 was $3.3 million, representing an increase of $722 thousand, or

27.9%, as compared to $2.6 million for the three months ended March 31, 2025. The increase in the provision for income tax was directly related to an increase in income before income taxes associated with the Company’s earnings as well as the effect

of certain tax adjustments for the quarter. Our effective tax rate for the three-month period ended March 31, 2026 was 22.7%, as compared to 22.9% for the same period in 2025.

Financial Condition

Total consolidated assets increased by $46.2 million, or 1.7%, and remained relatively consistent at $2.7 billion at March 31, 2026

and December 31, 2025. The increase reflected increases in cash and loans during the first quarter of 2026.

Total cash and due from banks increased from $204.2 million at December 31, 2025, to $257.5 million at March 31, 2026, an increase of

approximately $53.3 million, or 26.1%. This increase resulted mainly from higher levels of deposit balances and payoffs of loans which elevated cash levels at quarter end.

Total investment securities decreased $11.9 million, or 2.8%, from $425.3 million at December 31, 2025 to $413.4 million at March 31,

2026. The decrease continues to be driven primarily by investment maturities during the first three months of 2026.

Total loans increased $1.7 million, or 0.1%, and remained relatively level near $2.0 billion at March 31, 2026 and December 31, 2025.

The slight increase included growth within the CRE construction category, home equity segment, and consumer sector offset by a decrease in commercial and industrial loans. Commercial real estate loans and residential real estate loans remained level

between March 31, 2026 and December 31, 2025.

Total deposits increased $39.4 million, to $2.4 billion at March 31, 2026 from $2.3 billion at December 31, 2025. This increase was

due primarily to $53.4 million of growth in interest bearing demand deposits and $1.7 million of growth in noninterest-bearing demand accounts. Money market accounts and savings accounts combined for approximately $1.1 million at March 31, 2026 as

compared to $1.0 million at December 31, 2025, reflecting an increase of $77.3 million, or 7.7%. Certificates of deposit represented a $93.1 million decrease as the increased deposit levels of transaction accounts provided for run-off of maturing

brokered deposits during the period. Deposit composition at March 31, 2026 included 51.1% in demand deposit accounts (including NOW accounts) as a percentage of total deposits. Uninsured deposits, net of fully collateralized municipal

relationships, remain stable and represent approximately 49% at March 31, 2026 and 46% at December 31, 2025.

FHLBNY long-term borrowings remained at $10.0 million at March 31, 2026 and December 31, 2025. The stability and low level in

borrowings represents the effect of increased deposits which outpaced loan growth during the quarter and allowed for low borrowing levels while maintaining higher levels of cash at March 31, 2026.

Stockholders’ equity increased $7.3 million, or 2.6%, to $291.7 million at March 31, 2026 from $284.4 million at December 31, 2025.

The increase was due to the effect of $11.3 million in net income offset by dividends of $2.4 million and an increase in unrealized losses of approximately $2.8 million on the market value of investment securities within the Company’s equity as

accumulated other comprehensive income (loss) (“AOCI”), net of taxes during the first quarter of 2026.

At March 31, 2026, the Bank maintained capital ratios in excess of regulatory standards for well capitalized institutions. The Bank’s

Tier 1 capital-to-average-assets ratio was 12.80%, both common equity and Tier 1 capital-to-risk-weighted-assets were 17.66%, and total-capital-to-risk-weighted-assets was 18.91%.

Wealth Management

At March 31, 2026, our Wealth Management Division, which includes trust and investment advisory, held $1.6 billion in assets under management or advisory,

as compared to $1.9 billion at December 31, 2025, a 13.0% decrease. Trust and investment advisory income for the three months ended March 31, 2026 was $3.3 million, representing a decrease of 5.0%, or $171 thousand, as compared to $3.4 million for

the three months ended March 31, 2025.

The breakdown of trust and investment advisory assets as of March 31, 2026 and December 31, 2025, respectively, is as follows:

ORANGE COUNTY BANCORP, INC.

SUMMARY OF AUM/AUA

(UNAUDITED)

(Dollar Amounts in thousands)

At March 31, 2026

At December 31, 2025

Amount

Percent

Amount

Percent

Investment Assets Under Management & Advisory

$ 961,581

58.52%

$ 1,184,317

62.73%

Trust Asset Under Administration & Management

681,725

41.48%

703,544

37.27%

Total

$ 1,643,306

100.00%

$ 1,887,861

100.00%

Loan Quality

At March 31, 2026, the Bank had total non-performing loans of $26.1 million, or 1.34% of total loans. Total non-accrual loans

represented $26.1 million of loans as of March 31, 2026, compared to $11.1 million at December 31, 2025. The increase in non-accrual loans was related primarily to a commercial real estate participation loan that experienced payment disruption

during the first quarter of 2026 due to bankruptcy at the parent company level and remains non-performing and in non-accrual status at quarter-end.

Liquidity

Management believes the Bank has the necessary liquidity to meet normal business needs. The Bank uses a variety of resources to

manage its liquidity position. These include short term investments, cash from lending and investing activities, core-deposit growth, and non-core funding sources, such as time deposits exceeding $250,000, brokered deposits, FHLBNY advances, and

other borrowings. As of March 31, 2026, the Bank’s cash and due from banks totaled $257.5 million. The Bank maintains an investment portfolio of securities available for sale, comprised mainly of US Government agency and treasury securities, Small

Business Administration loan pools, mortgage-backed securities, and municipal bonds. Although the portfolio generates interest income for the Bank, it also serves as an available source of liquidity and funding. As of March 31, 2026, the Bank’s

investment in securities available for sale was $413.4 million, of which $127.4 million was not pledged as collateral or specifically designated to any borrowings. Additionally, as of March 31, 2026, the Bank’s overnight advance line capacity at the

FHLBNY was $660.7 million, of which $87.4 million was used to collateralize municipal deposits and $10.0 million was utilized for long term advances. As of March 31, 2026, the Bank’s unused borrowing capacity at the FHLBNY was $563.3 million. The

Bank also maintains additional borrowing capacity of $20 million with other correspondent banks. Additional funding is available to the Bank through the discount window lending by the Federal Reserve. The total amount of loans pledged to the

Federal Reserve, between the Discount Window and the Borrower-In-Custody (“BIC”) program, was approximately $231.8 million at March 31, 2026. At March 31, 2026, the Bank was not utilizing any available funding from the Federal Reserve.

The Bank also considers brokered deposits an element of its overall deposit strategy. As of March 31, 2026, the Bank had brokered

deposit arrangements with various terms under 30 days totaling approximately $30.0 million.

Non-GAAP Financial Measure Reconciliations

The following table reconciles, as of the dates set forth below, stockholders’ equity (on a GAAP basis) to tangible equity and total assets (on a

GAAP basis) to tangible assets and calculates our tangible book value per share.

March 31, 2026

December 31, 2025

(Dollars in thousands except for share data)

Tangible Common Equity:

Total stockholders’ equity

$ 291,664

$ 284,364

Adjustments:

Goodwill

(5,359)

Other intangible assets

(464)

(535)

Tangible common equity

$ 285,841

$ 278,470

Common shares outstanding

13,407,690

13,368,447

Book value per common share

$ 21.75

$ 21.27

Tangible book value per common share

$ 21.32

$ 20.83

Tangible Assets

Total assets

$ 2,705,620

$ 2,659,377

Adjustments:

Goodwill

(5,359)

Other intangible assets

(464)

(535)

Tangible assets

$ 2,699,797

$ 2,653,483

Tangible common equity to tangible assets

10.59%

10.49%

About Orange County Bancorp, Inc

Orange County Bancorp, Inc. is the parent company of Orange Bank & Trust Company and Orange 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 innovation and an unwavering commitment to its community and business clientele to approximately $2.7 billion in total

assets. Orange Investment Advisors, Inc. is a Registered Investment Advisor in Goshen, NY. It was founded in 1996 and acquired by the Company in 2012.

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, inflation, changes in government regulations affecting financial

institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, increased levels of loan delinquencies, problem assets and foreclosures, credit risk management, asset-liability management, cybersecurity risks,

geopolitical conflicts, public health issues, the financial and securities markets and the availability of and costs associated with sources of liquidity.

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.

For further information:

Michael Lesler

EVP & Chief Financial Officer

mlesler@orangebanktrust.com

Phone: (845) 341-5111

ORANGE COUNTY BANCORP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CONDITION

(UNAUDITED)

(Dollar Amounts in thousands except per share data)

March 31, 2026

December 31, 2025

ASSETS

Cash and due from banks

$ 257,538

$ 204,232

Investment securities - available-for-sale

407,510

419,406

(Amortized cost $463,946 at March 31, 2026 and $472,097 at December 31, 2025)

Restricted investment in bank stocks

5,917

Loans

1,951,963

1,950,284

Allowance for credit losses

(27,844)

(28,335)

Loans, net

1,924,119

1,921,949

Premises and equipment, net

15,636

15,482

Accrued interest receivable

10,994

10,383

Bank owned life insurance

32,770

32,578

Goodwill

5,359

Intangible assets

464

535

Other assets

45,313

43,536

TOTAL ASSETS

$ 2,705,620

$ 2,659,377

LIABILITIES AND STOCKHOLDERS' EQUITY

Deposits:

Noninterest bearing

$ 727,337

$ 725,656

Interest bearing

$ 1,622,386

1,584,717

Total deposits

2,349,723

2,310,373

FHLB advances, short term

FHLB advances, long term

10,000

Subordinated notes, net of issuance costs

24,579

24,555

Accrued expenses and other liabilities

29,654

30,085

TOTAL LIABILITIES

2,413,956

2,375,013

STOCKHOLDERS' EQUITY

Common stock, $0.25 par value; 30,000,000 shares authorized;

13,415,707 and 13,376,464 issued; 13,407,690 and 13,368,447 outstanding,

at March 31, 2026 and December 31, 2025, respectively

3,354

3,344

Surplus

165,823

164,592

Retained Earnings

173,311

164,434

Accumulated other comprehensive income (loss), net of taxes

(50,625)

(47,807)

Treasury stock, at cost; 8,017 shares at March 31, 2026 and December 31,

2025, respectively

(199)

TOTAL STOCKHOLDERS' EQUITY

291,664

284,364

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

$ 2,705,620

$ 2,659,377

ORANGE COUNTY BANCORP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

(Dollar Amounts in thousands except per share data)

For Three Months Ended March 31,

2026

2025

INTEREST INCOME

Interest and fees on loans

$ 29,790

$ 27,314

Interest on investment securities:

Taxable

2,483

2,664

Tax exempt

502

576

Interest on Federal funds sold and other

1,644

1,353

TOTAL INTEREST INCOME

34,419

31,907

INTEREST EXPENSE

Savings and NOW accounts

5,280

4,894

Time deposits

710

2,224

FHLB advances and borrowings

931

Subordinated notes

430

230

TOTAL INTEREST EXPENSE

6,518

8,279

NET INTEREST INCOME

27,901

23,628

Provision (recovery) for credit losses - investments

Provision for credit losses - loans

(436)

202

NET INTEREST INCOME AFTER

PROVISION FOR CREDIT LOSSES

28,337

23,426

NONINTEREST INCOME

Service charges on deposit accounts

355

290

Trust income

1,727

1,674

Investment advisory income

1,542

1,766

Earnings on bank owned life insurance

192

259

Other

361

367

TOTAL NONINTEREST INCOME

4,177

4,356

NONINTEREST EXPENSE

Salaries

7,409

6,905

Employee benefits

3,102

2,450

Occupancy expense

1,336

1,277

Professional fees

1,465

1,347

Directors' fees and expenses

622

306

Computer software expense

1,879

1,982

FDIC assessment

330

Advertising expenses

425

389

Advisor expenses related to trust income

Telephone expenses

264

207

Intangible amortization

Other

997

1,208

TOTAL NONINTEREST EXPENSE

17,924

16,494

Income before income taxes

14,590

11,288

Provision for income taxes

3,306

2,584

NET INCOME

$ 11,284

$ 8,704

Basic and diluted earnings per share

$ 0.85

$ 0.77

Weighted average shares outstanding

13,351,885

11,331,884

ORANGE COUNTY BANCORP, INC.

NET INTEREST MARGIN ANALYSIS

(UNAUDITED)

(Dollar Amounts in thousands)

Three Months Ended March 31,

2026

2025

Average Balance

Interest

Average Rate

Average Balance

Interest

Average Rate

Assets:

Loans Receivable

$ 1,955,448

$ 29,790

6.18%

$ 1,830,080

$ 27,314

6.05%

Investment securities

417,179

2,891

2.81%

441,776

3,123

2.87%

Due from banks

190,504

1,644

3.50%

146,657

1,353

3.74%

Other

5,917

6.44%

7,979

117

5.95%

Total interest earning assets

2,569,048

34,419

5.43%

2,426,492

31,907

5.33%

Non-interest earning assets

111,195

101,960

Total assets

$ 2,680,243

$ 2,528,452

Liabilities and equity:

Interest-bearing demand accounts

$ 475,293

$ 777

0.66%

$ 357,057

$ 403

0.46%

Money market accounts

495,616

2,009

1.64%

685,827

3,634

2.15%

Savings accounts

535,617

2,494

1.89%

269,019

857

1.29%

Certificates of deposit

88,175

710

3.27%

222,992

2,224

4.04%

Total interest-bearing deposits

1,594,701

5,990

1.52%

1,534,895

7,118

1.88%

FHLB Advances and other borrowings

10,000

3.97%

85,011

931

4.44%

Subordinated notes

24,564

430

7.10%

19,597

230

4.76%

Total interest bearing liabilities

1,629,265

6,518

1.62%

1,639,503

8,279

2.05%

Non-interest bearing demand accounts

727,902

667,564

Other non-interest bearing liabilities

32,815

29,907

Total liabilities

2,389,982

2,336,974

Total shareholders' equity

290,261

191,478

Total liabilities and shareholders' equity

$ 2,680,243

$ 2,528,452

Net interest income

$ 27,901

$ 23,628

Interest rate spread 1

3.81%

3.28%

Net interest margin 2

4.40%

3.95%

Average interest earning assets to interest-bearing liabilities

157.7%

148.0%

Notes:

1 The Interest rate spread is the difference between the yield on average interest-earning assets and the cost of average

interest-bearing liabilities

2 Net interest margin is the annualized net interest income divided by average interest-earning assets

ORANGE COUNTY BANCORP, INC.

SELECTED RATIOS AND OTHER DATA

(UNAUDITED)

Three Months Ended March 31,

2026

2025

Performance Ratios:

Return on average assets (1)

1.68%

1.38%

Return on average equity (1)

15.55%

18.18%

Interest rate spread (2)

3.81%

3.28%

Net interest margin (3)

4.40%

3.95%

Dividend payout ratio (4)

21.30%

16.92%

Non-interest income to average total assets

0.16%

0.17%

Non-interest expenses to average total assets

0.67%

0.65%

Average interest-earning assets to average interest-bearing liabilities

157.68%

148.00%

March 31, 2026

March 31, 2025

Asset Quality Ratios:

Non-performing assets to total assets

0.96%

0.24%

Non-performing loans to total loans

1.34%

0.33%

Allowance for credit losses to non-performing loans

106.74%

425.03%

Allowance for credit losses to total loans

1.43%

1.42%

Capital Ratios (5):

Total capital (to risk-weighted assets)

18.91%

15.42%

Tier 1 capital (to risk-weighted assets)

17.66%

14.16%

Common equity tier 1 capital (to risk-weighted assets)

17.66%

14.16%

Tier 1 capital (to average assets)

12.80%

10.41%

Notes:

(1)

Annualized for the three month periods ended March 31, 2026 and 2025, respectively.

(2)

Represents the difference between the weighted-average yield on interest-earning assets and the weighted-average cost of interest-bearing

liabilities for the periods.

(3)

The net interest margin represents net interest income as a percent of average interest-earning assets for the periods.

(4)

The dividend payout ratio represents dividends paid per share divided by net income per share.

(5)

Ratios are for the Bank only.

ORANGE COUNTY BANCORP, INC.

SELECTED OPERATING DATA

(UNAUDITED)

(Dollar Amounts in thousands except per share data)

Three Months Ended March 31,

2026

2025

Interest income

$ 34,419

$ 31,907

Interest expense

6,518

8,279

Net interest income

27,901

23,628

Provision for credit losses

(436)

202

Net interest income after provision for credit losses

28,337

23,426

Noninterest income

4,177

4,356

Noninterest expenses

17,924

16,494

Income before income taxes

14,590

11,288

Provision for income taxes

3,306

2,584

Net income

$ 11,284

$ 8,704

Basic and diluted earnings per share

$ 0.85

$ 0.77

Weighted average common shares outstanding

13,351,885

11,331,884

March 31, 2026

December 31, 2025

Book value per share

$ 21.75

$ 21.27

Net tangible book value per share (1)

$ 21.32

$ 20.83

Outstanding common shares

13,407,690

13,368,447

Notes:

(1) Net tangible book value represents the amount of total tangible assets reduced by our total liabilities. Tangible assets are calculated by

reducing total assets, as defined by GAAP, by $5,359 in goodwill and $464, and $535 in other intangible assets for March 31, 2026 and December 31, 2025, respectively.

ORANGE COUNTY BANCORP, INC.

LOAN COMPOSITION

(UNAUDITED)

(Dollar Amounts in thousands)

At March 31, 2026

At December 31, 2025

Amount

Percent

Amount

Percent

Commercial and industrial

$ 230,972

11.83%

$ 249,633

12.80%

Commercial real estate

1,480,805

75.86%

1,480,062

75.89%

Commercial real estate construction

106,868

5.48%

99,262

5.09%

Residential real estate

65,846

3.37%

65,290

3.35%

Home equity

26,894

1.38%

22,618

1.16%

Consumer

40,578

2.08%

33,419

1.71%

Total loans

1,951,963

100.00%

1,950,284

100.00%

Allowance for loan losses

27,844

28,335

Total loans, net

$ 1,924,119

$ 1,921,949

ORANGE COUNTY BANCORP, INC.

DEPOSITS BY ACCOUNT TYPE

(UNAUDITED)

(Dollar Amounts in thousands)

At March 31, 2026

At December 31, 2025

Amount

Percent

Average Rate

Amount

Percent

Average Rate

Noninterest-bearing demand accounts

$ 727,337

30.95%

0.00%

$ 725,656

31.41%

0.00%

Interest bearing demand accounts

473,030

20.13%

0.52%

419,604

18.16%

0.72%

Money market accounts

276,997

11.79%

1.34%

646,688

27.99%

1.86%

Savings accounts

806,446

34.32%

1.88%

359,415

15.56%

1.45%

Certificates of Deposit

65,913

2.81%

2.74%

159,010

6.88%

3.46%

Total

$ 2,349,723

100.00%

0.99%

$ 2,310,373

100.00%

1.12%

ORANGE COUNTY BANCORP, INC.

NON-PERFORMING ASSETS

(UNAUDITED)

(Dollar Amounts in thousands)

March 31, 2026

December 31, 2025

Non-accrual loans:

Commercial and industrial

$ 2,250

$ 1,577

Commercial real estate

22,998

8,690

Commercial real estate construction

Residential real estate

Home equity

833

844

Consumer

Total non-accrual loans

26,081

11,112

Accruing loans 90 days or more past due:

Commercial and industrial

Commercial real estate

Commercial real estate construction

Residential real estate

Home equity

Consumer

Total loans 90 days or more past due

Total non-performing loans

26,085

11,130

Other real estate owned

Other non-performing assets

Total non-performing assets

$ 26,085

$ 11,130

Ratios:

Total non-performing loans to total loans

1.34%

0.57%

Total non-performing loans to total assets

0.96%

0.42%

Total non-performing assets to total assets

0.96%

0.42%

Net-chargeoffs to total loans, YTD

0.00%

0.29%

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