Form 8-K - Current report

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): September 17, 2024

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: [phone]

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. ☐

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Item 5.02

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

On September 17, 2024, the Board of Directors of Rhinebeck Bank, the wholly owned subsidiary of Rhinebeck Bancorp, Inc., provided notice of non-renewal to each of Michael J. Quinn, President and Chief Executive Officer, and Jamie J. Bloom, EVP, Chief Operating Officer & Chief Banking Officer, under each individual’s Amended and Restated Employment Agreement.  As a result of such non-renewals, the term of each agreement will expire on December 31, 2026.  The decision not to renew the agreements is part of a broader change in corporate philosophy aimed at normalizing the terms of employment-related contracts and does not reflect the individual’s performance evaluation or anticipated management changes.

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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: September 20, 2024	By:	/s/ Kevin Nihill
		Kevin Nihill
		Chief Financial Officer

Document and Entity Information	Sep. 17, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Sep. 17, 2024
Entity File Number	333-227266
Entity Registrant Name	Rhinebeck Bancorp, Inc.
Entity Central Index Key	0001751783
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	83-2117268
Entity Address, Address Line One	2 Jefferson Plaza
Entity Address, City or Town	Poughkeepsie
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	12601
City Area Code	845
Local Phone Number	454-8555
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(g) Security	Common Stock, par value $0.01 per share
Trading Symbol	RBKB
Security Exchange Name	NASDAQ

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