David Dineen
About David Dineen
David P. Dineen is Executive Vice President and Senior Managing Director of Wealth Services at Orange County Bancorp (OBT), promoted in January 2025 after joining in March 2022; he oversees Orange Wealth Management, integrating investment advisory (Orange Investment Advisors, formerly HVIA), trust services, and private banking . He has 35+ years in banking with prior roles at Republic Bank (SVP, Market Manager, 2019–2021) and Bankwell Financial (EVP, Community Banking Officer, 2016–2019), and earlier experience at The Bank of New York, Commerce Bank, North Fork Bank, and Capital One; he holds a BBA from Saint Joseph’s College and is age 61 . During his tenure leading wealth services, AUM/AUA rose 6.6% YTD to $1.90B as of 9/30/25, and quarterly trust and investment advisory income grew 13.3% YoY to $3.5M in Q3 2025, highlighting execution on fee-based growth .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Republic Bank | Senior Vice President, Market Manager | 2019–2021 | Led treasury management, lending, and established Private Banking group |
| Bankwell Financial | Executive Vice President, Community Banking Officer | 2016–2019 | Executive team responsibility for 12 branches, training, deposit operations, and treasury management |
| The Bank of New York; Commerce Bank; North Fork Bank; Capital One | Various roles (not specified) | Not disclosed | Broad banking experience across major institutions |
External Roles
No public company directorships or external board roles disclosed for Dineen. Press statements show internal leadership announcements and quotes in OBT communications .
Fixed Compensation
Not disclosed for Dineen; he was not a named executive officer (NEO) in 2024, and the proxy provides detailed cash and equity compensation only for the CEO and two other NEOs .
Performance Compensation
- Equity awards: Dineen held 6,882 RSUs as of the 3/31/25 record date; executive officer awards generally vest in ~33% increments on the first, second, and third anniversaries of grant .
- LTIP framework (company-wide context): In 2024, RSU grants to named executives were tied to return on average assets (ROAA) and net interest margin (NIM) relative to peers, with three-year ratable vesting; RSUs can accelerate upon death, disability, or termination following a change in control per plan terms .
| Incentive Component | Metric | Weighting | Target | Actual | Payout Vehicle | Vesting/Settlement |
|---|---|---|---|---|---|---|
| RSUs (Executive Plan) | ROAA vs peers; NIM vs peers (company LTIP) | Not disclosed | Not disclosed | Not disclosed | RSUs | ~33% per year over 3 years; acceleration on death/disability/CoC termination |
| RSUs (Dineen holdings) | Not specified | Not disclosed | Not disclosed | Not disclosed | RSUs | Company policy: ~33% per year vesting |
Note: Specific grant dates, targets, and payout outcomes for Dineen’s awards are not disclosed; the table reflects plan-level design and reported RSU holdings .
Equity Ownership & Alignment
| Ownership Detail | Amount | Notes |
|---|---|---|
| Common shares beneficially owned | 4,330 | Includes 1,758 shares held in the 401(k) |
| RSUs (unsettled) | 6,882 | Executive RSUs vest ~33% per year; no voting/disposition rights until vesting |
| Percent of shares outstanding | <1% | Company table indicates “Less than 1%” |
| Anti-hedging | Prohibited | Short sales and derivative/hedging transactions prohibited; no Board-approved programs |
| Anti-pledging | Generally prohibited | No pledging or margin accounts; Board has not approved any exceptions |
| Ownership guidelines | EVP: 1.5× base salary | Effective 1/1/25; EVPs have five years from promotion to comply (Dineen promoted Jan 2025) |
Ownership guideline valuation uses year-end closing price or average closing prices; performance shares/units with unmet criteria and unexercised stock options are excluded from the calculation .
Employment Terms
- Contract: No individual employment agreement disclosed for Dineen in public filings reviewed. Plan-level RSU terms include acceleration on death, disability, or termination following a change in control (as defined in the 2023 Equity Incentive Plan) .
- Non-compete / non-solicit: Not disclosed for Dineen; CEO and EVP peers have specific covenants, but these are not generalized to all executives in the proxy .
Business Performance Context (Wealth Management and Company)
| Metric | 12/31/2024 | 9/30/2025 |
|---|---|---|
| Wealth AUM/AUA (Total) ($000s) | $1,782,866 | $1,900,506 |
| Investment AUM/AUA ($000s) | $1,105,143 | $1,225,249 |
| Trust assets ($000s) | $677,723 | $675,257 |
| Trust & Investment Advisory Income (Quarter) ($000s) | $3,100 (Q3’24) | $3,516 (Q3’25) |
Company performance (financials):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | $* | $* | $* |
| Net Income - (IS) ($USD) | $* | $* | $* |
| EBITDA ($USD) | $* | $* | $* |
Values retrieved from S&P Global.*
Additional operating highlights: OBT emphasized lower deposit beta vs local peers and strong NIM improvement in Q3 2025; wealth earnings seen as an important and growing revenue source, with investment advisor renamed Orange Investment Advisors to underscore integration within Orange Wealth Management .
Compensation Committee & Peer Group
- Independent compensation consultant: AON retained to review executive and director compensation; developed peer group of financial institutions in the NYC metro area with assets between $1.5B–$5.0B .
- Committee composition: Compensation Committee comprises independent directors Keane (Chair), Holcombe, and Rowley; met five times in 2024 .
- Risk oversight: Committee reviews incentive compensation to avoid unnecessary/excessive risk; concluded arrangements do not encourage inappropriate risk-taking .
Governance Policies (Alignment and Risk Controls)
- Insider Trading Policy: Covers purchase, sale, dispositions by directors, officers, employees, and the Company; anti-hedging and anti-pledging provisions; no approved exceptions .
- Stock Ownership Guidelines: EVPs must hold 1.5× base salary in company stock; compliance within five years from promotion; valuation per year-end (or average) closing price; performance shares/units not meeting criteria and unexercised options excluded .
Investment Implications
- Alignment: Dineen’s role integrates high-margin fee businesses (trust and investment advisory) with private banking, and RSU-based compensation with multi-year vesting aligns incentives with sustained performance and client retention .
- Retention risk: Three-year RSU vesting cadence and EVP ownership guidelines (five-year compliance window) support retention; absence of a disclosed individual employment agreement modestly increases uncertainty around severance/change-in-control economics specific to Dineen .
- Trading signals: Anti-hedging/pledging policy and no approved exceptions reduce the likelihood of hedging or collateral-driven selling; direct holdings are modest (<1%), with additional exposure via RSUs—monitor future 8-Ks and Form 4s for vesting-related sales pressure .
- Execution track record: Demonstrated wealth growth (AUM/AUA and fee income) under Dineen’s leadership supports fee diversification and potential TSR tailwinds; continued integration of Orange Investment Advisors and trust/private banking enhances cross-sell and durability of client relationships .