Orange County Bancorp (NASDAQ:ICBK), Inc. (NASDAQ:OBT), a state commercial bank headquartered in Middletown, New York, has announced an amendment to its bylaws affecting stock ownership requirements for its directors. The new rule, effective Thursday, requires directors to hold shares of the company's capital stock with a minimum fair market value of $1,000. This change aligns with the National Bank Act's guidelines and is a significant adjustment from previous amendments made in 2022 and 2023.
The company's Board of Directors approved the amendment on Thursday, which revises Article 4, Section 2 of the company's bylaws. Previously, on June 17, 2022, the bylaws were amended to mandate that directors own $125,000 of the company's common stock. Following that, on June 15, 2023, another amendment required directors to adhere to the company's Stock Ownership Guidelines, which generally stipulated ownership of approximately $125,000 worth of company common stock within five years of their appointment or the establishment of the guidelines, whichever came later.
The latest amendment simplifies the stock ownership requirement, setting a clear baseline for directors' investment in the company. It is worth noting that the Stock Ownership Guidelines remain in place as an independent policy, in addition to the requirements stipulated in the bylaws.
This change reflects the company's commitment to aligning the interests of its directors with those of its shareholders. By ensuring that directors have a personal financial stake in the company, Orange County Bancorp, Inc. aims to reinforce good governance practices.
The amended and restated bylaws, along with the texts of the 2022 and 2023 amendments, have been filed with the SEC and are incorporated into the company's Form 8-K as exhibits.
InvestingPro Insights
Orange County Bancorp, Inc.'s (NASDAQ:OBT) latest corporate governance development is complemented by encouraging financial metrics that may interest current and prospective shareholders. With a P/E ratio of 7.4 and an adjusted P/E ratio for the last twelve months as of Q1 2024 at 7.35, the company is trading at a low valuation relative to near-term earnings growth. This is particularly noteworthy as analysts predict OBT will be profitable this year, a sentiment supported by a robust 28.48% revenue growth over the last twelve months as of Q1 2024.
Investors may also find comfort in the company's commitment to returning value through dividends, having maintained payments for 17 consecutive years, with a dividend yield of 1.96% as of the most recent payment. This dedication to shareholder returns, alongside a strong operating income margin of 45.3%, underscores the company's financial health and management's ability to generate profits from their operations.
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