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SEC · EDGAR 财务披露·· 5 小时前AI 评分15

Rhinebeck Bancorp 通知变更控制协议员工不续约

Rhinebeck Bancorp, Inc. (0001751783) (Filer)

AI 导读

Rhinebeck Bancorp 于 2026 年 10 月 1 日通知变更控制协议员工不续约,包括 CFO Kevin Nihill。协议将于 2027 年 12 月 31 日到期,公司计划制定新的变更控制福利安排。

正文

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): October 1, 2026

Rhinebeck Bancorp, Inc.

(Exact Name of Registrant as Specified in Charter)

Maryland

001-38779

83-2117268

(State or Other Jurisdiction)

of Incorporation)

(Commission File No.)

(I.R.S. Employer

Identification No.)

2 Jefferson Plaza, Poughkeepsie, New York

12601

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (845) 454-8555

Not Applicable

(Former name or former address, if changed since last report)

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 $0.01 per share

RBKB

The NASDAQ Stock Market, LLC

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))

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 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On October 1, 2026, the Board of Directors of Rhinebeck Bank (the “Bank”), the wholly owned subsidiary of Rhinebeck Bancorp, Inc., provided notice of non-renewal to each employee who has a change in control agreement with the Bank, including Kevin Nihill, Executive Vice President and Chief Financial Officer of the Bank and Rhinebeck Bancorp, Inc.  As a result of the notice of non-renewal, the term of each agreement will expire on December 31, 2027.  The decision not to renew the agreements is part of a broader change in corporate philosophy aimed at revising and updating the terms of change in control-related contracts and does not reflect the individual’s performance evaluation or anticipated management changes, and accordingly, the Bank intends to develop a new change in control benefit arrangement to replace the agreements for each affected employee.


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.

     
   

RHINEBECK BANCORP, INC.

     
     
     

DATE: October 6, 2026

By:   

/s/ Matthew J. Smith

   

Matthew J. Smith

   

President and Chief Executive Officer

来源:SEC EDGAR · 本站存档