Michael Lesler
About Michael Lesler
Executive Vice President and Chief Financial Officer of Orange County Bancorp, Inc. (OBT) and Orange Bank & Trust Company. Joined OBT in December 2021 as SVP, Controller and Chief Accounting Officer; promoted to SVP/CFO in March 2023 and Executive Vice President/CFO in December 2023, adding oversight of the Bank’s IT function. Age 54. Prior roles include COO at BCB Bancorp and Clifton Bancorp, and CFO/President/CEO at Bank of New Jersey . Company fundamentals over his tenure: Revenues rose from FY2022 to FY2024 and net income remained resilient, supporting a pay-for-performance framework [GetFinancials; see table below].
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| BCB Bancorp, Inc. | EVP & Chief Operating Officer | 2018–2021 | Operations leadership at regional bank |
| Clifton Bancorp, Inc. | EVP & Chief Operating Officer | 2016–2018 | Operating scale and process oversight |
| Bank of New Jersey | CFO, then President & CEO | ~11 years | Full P&L leadership; financial and strategic execution |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Garnet Health Foundation | Board member | Not disclosed | Community and healthcare network insights |
| United Way of Orange & Dutchess Counties | Board member | Not disclosed | Local civic engagement |
| Clifton Boys & Girls Club | Board member | Not disclosed | Community development support |
Fixed Compensation
- Not disclosed for Mr. Lesler. He was not a named executive officer (NEO) in OBT’s 2023–2024–2025 proxy Summary Compensation Tables, which cover CEO and two other highest-paid executives .
Performance Compensation
Company LTIP and SERP frameworks relevant to executive officers; Mr. Lesler’s specific grant values by year are not itemized in proxies, but his beneficial RSU holdings and vesting policy are disclosed.
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Long-Term Incentive (RSUs) | Not disclosed for Lesler | Company-relative metrics used: ROAA and NIM vs peers (2024 LTIP design) | Not disclosed for Lesler | Not disclosed for Lesler | Executive RSU awards vest ~33% annually on 1st, 2nd, 3rd anniversaries |
| Performance-Based SERP (RSUs) | Not disclosed | Plan participation | Holds 887 RSUs linked to Performance-Based SERP | Not disclosed | Settlement per plan; standard vesting rules apply |
- Company LTIP 2024: AON assisted design; performance measures include return on average assets (ROAA) and net interest margin (NIM) relative to peers .
- Clawback: All awards under the 2023 Equity Incentive Plan are subject to clawback and recovery per Nasdaq and SEC rules .
Equity Ownership & Alignment
| Item | Details |
|---|---|
| Beneficially owned shares | 5,243 shares (includes 2,000 in IRA and 1,062 in 401(k)) |
| Ownership as % of outstanding | Less than 1% (OBT total shares outstanding 11,383,738 as of March 31, 2025) |
| RSUs held | 11,551 RSUs held; includes 887 RSUs related to Performance-Based SERP |
| Vested vs unvested | Executive RSUs vest ~33% per year; until vesting, no voting/disposal rights |
| Estimated RSU value (reference price) | Company used $27.79/share to value NEO RSUs at 12/31/2024; applying this reference implies ~$321K for 11,551 RSUs (illustrative) |
| Pledging/Hedging | Prohibited; Board has not approved any exception for pledging; short sales and derivatives-based hedging also prohibited |
| Ownership guidelines | Executive Vice Presidents must hold ≥1.5x base salary in OBT stock; compliance deadline Jan 1, 2027 for those subject at 1/1/2025 |
Note: OBT executed a 2-for-1 forward stock split effective January 10, 2025; ownership tables reflect split-adjusted figures .
Employment Terms
- Role/tenure: Joined December 2021; CFO since March 2023; EVP & CFO since December 2023, with IT oversight .
- Employment agreement: No individual employment, severance, or change-in-control agreement is disclosed for Mr. Lesler in 2023–2025 proxies (CEO and other executives’ agreements are disclosed separately) .
- Insider policy: Anti-hedging and anti-pledging restrictions apply to all directors and executive officers; no exceptions granted .
- Ownership guidelines: EVP level requires ≥1.5x base salary in stock; compliance by Jan 1, 2027 if subject as of 1/1/2025 .
Performance & Track Record
- Compliance: Mr. Lesler had one late Form 3 filing noted for 2022; late Section 16 filings are disclosed transparently by the company .
- Achievements: Progression to EVP/CFO and expanded IT oversight; active community leadership through board service .
- Related-party transactions: None beyond ordinary-course insider loans on market terms; no material related-party transactions since Jan 1, 2023 .
Company fundamentals (annual):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | $11,996,000* | $13,419,000 ] | $15,972,000 ] |
| Net Income ($USD) | $24,363,000 ] | $29,478,000 ] | $27,883,000 ] |
Values retrieved from S&P Global.
- 2022 revenues lack a document citation in the tool output; marked with an asterisk.
Investment Implications
- Alignment: Skin-in-the-game via direct share ownership and meaningful RSU balance (including Performance-Based SERP units), with strict anti-hedging/anti-pledging policy and robust ownership guidelines (EVP ≥1.5x salary by 2027) supporting long-term alignment .
- Selling pressure: RSU vesting in equal thirds over three years implies a steady vesting cadence rather than cliff vesting, moderating near-term insider selling risk; watch standard Form 4 activity around vest dates .
- Retention: Performance-Based SERP participation (887 RSUs) and company-wide LTIP structure tied to ROAA/NIM suggest retention and performance linkage; clawback policy adds governance discipline .
- Data gaps: No disclosed individual base salary/bonus/Severance/CIC terms for Mr. Lesler; monitor future proxies/8-Ks for any updates to employment terms and equity grants .