Stephen Rooney

About Stephen Rooney

Stephen Rooney is Senior Vice President and Chief Credit Officer at Orange County Bancorp (OBT), having joined in August 2022. He brings 35+ years of banking and credit experience, previously serving as SVP & Chief Lending Officer and Chief Credit Officer at Unity Bank (2014–2022), with earlier roles at Sun National Bank, Standard & Poor’s, and Philadelphia National Bank. He holds an MBA in Finance from NYU Stern and a BA in Finance/Humanities from Providence College; age 62 as of March 31, 2025 . Business performance context: over FY 2022–2024, OBT’s ROA was ~1.10–1.24% and ROE ~15–19%, with net income of ~$24.4–$29.5 million and revenues of ~$12.0–$16.0 million, framing a solid profitability backdrop aligned to credit discipline under Rooney’s tenure.*

Values retrieved from S&P Global.

Past Roles

External Roles

No public company directorships or external board roles disclosed for Rooney .

Fixed Compensation

Not disclosed. Rooney is not included in the named executive officer (NEO) compensation tables; detailed base salary or bonus targets are not provided in the proxy filings .

Performance Compensation

• Annual Incentive Plan (AIP) framework: Eligible officers are assessed on company/Bank measures (pre-tax, pre-provision operating income; efficiency ratio) plus department/individual goals, with threshold/target/maximum opportunities; NEO weightings ranged 70–80% Bank goals and 20–30% individual in 2024 (illustrative of plan design) . In 2023, the AIP design similarly emphasized bank metrics with realized payouts based on performance and committee discretion .
• Long-Term Incentive (2023 Equity Incentive Plan): RSUs granted to executives based on performance versus peers; 2023 LTIP used ROAA and tangible book value growth plus dividends; 2024 LTIP used ROAA and net interest margin relative to peers. RSUs vest ratably over three years; vesting accelerates upon death, disability, or qualifying change-in-control termination .

Equity Ownership & Alignment

• Ownership guidelines (effective Jan 1, 2025): SVPs must beneficially own OBT stock equal to 1x base salary; executives subject as of the Effective Date have until Jan 1, 2027 to comply; promotions reset a five-year compliance clock .
• Anti-hedging/pledging: Executives are prohibited from short sales, derivative hedging/monetization; pledging stock generally prohibited unless Board approves an exception (none granted to date) .
• Rooney’s reported holdings increased since 2023, with RSUs representing the majority of equity exposure; direct share ownership remains <1% of OBT outstanding common stock.

• Vesting schedule for executive RSUs: generally 33% per year on the first, second, and third anniversaries of grant, subject to continued employment; acceleration applies upon death, disability, or qualifying change-in-control termination under the 2023 Plan .

Employment Terms

• Role & tenure: Senior Vice President, Chief Credit Officer; joined August 2022; 35+ years industry experience; age 62 (2025), 61 (2024), 60 (2023) .
• Contracts/severance: No Rooney-specific employment agreement, severance, or change-in-control terms disclosed in proxy filings (agreements are disclosed for CEO Gilfeather and EVP Ruhl, and a CIC plan for Sousa) .
• Clawback: Awards under the 2023 Equity Incentive Plan are subject to the company’s clawback policy and applicable Nasdaq rules .
• Ownership guidelines/compliance window: SVP ownership requirement = 1x base salary; executives subject as of Jan 1, 2025 must comply by Jan 1, 2027; any promotion to higher guideline resets a five-year compliance window .

Investment Implications

• Alignment: Rooney’s growing RSU balance (from 3,485 to 7,995 units over 2023–2025) increases long-term alignment with shareholder value, and the 2023 LTIP’s focus on ROAA/NIM and TBV growth + dividends is consistent with prudent credit and profitability objectives .
• Risk controls: Strict anti-hedging/anti-pledging policy with no exceptions, and clawback provisions, reduce misalignment risks and potential insider selling pressure driven by monetization strategies .
• Retention: Absence of disclosed individual employment or CIC severance terms for Rooney suggests retention is primarily via ongoing incentive eligibility and RSU vesting; monitoring future proxy disclosures for any contract changes is prudent .
• Performance backdrop: Sustained profitability (ROA ~1.1%–1.24%; ROE ~15%–19%) underpins incentives tied to peer-relative returns; continued execution in credit quality and margin management is key to realizing LTIP metrics.*

*Values retrieved from S&P Global.