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[8-K] COMMUNITY FINANCIAL SYSTEM, INC. Reports Material Event

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K
Rhea-AI Filing Summary

Community Financial System, Inc. (CBU)

The transaction adds approximately $553.0 million of deposits and $31.9 million of performing loans. The company stated the deal accelerates its expansion in the Greater Lehigh Valley, complementing its existing commercial and consumer lending presence in the market.

Positive
  • None.
Negative
  • None.

Insights

Branch purchase adds deposits and loans in Lehigh Valley; neutral impact.

Community Bank, N.A. closed on seven Santander branches, bringing in approximately $553.0 million of deposits and $31.9 million of performing loans. The move extends its footprint in the Greater Lehigh Valley and pairs with its existing lending activities there.

Branch acquisitions typically shift funding mix and local presence rather than overhaul company-wide metrics. The deposits provide low-cost funding potential, while the performing loans add immediate earning assets, subject to integration and retention.

The company frames this as market expansion. Actual balance retention and customer migration will determine realized value, and subsequent filings may provide outcomes.

false COMMUNITY FINANCIAL SYSTEM, INC. 0000723188 0000723188 2025-11-07 2025-11-07 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

  

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): November 7, 2025

 

 height: 30px

 

(Exact name of registrant as specified in its charter)

 

 

Delaware 001-13695 16-1213679
(State or other jurisdiction of
incorporation)
(Commission File Number) (IRS Employer Identification No.)

 

5790 Widewaters Parkway, DeWitt, New York 13214
(Address of principal executive offices) (Zip Code)

  

Registrant’s telephone number, including area code: (315) 445-2282

 

 

 

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

 

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:

 

¨ 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))

 

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, $1.00 par value per share CBU New York Stock Exchange

 

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 8.01Other Matters.

 

On November 7, 2025, Community Bank, N.A. (“Community Bank”), the wholly-owned banking subsidiary of Community Financial System, Inc. (the “Company”), completed its acquisition of seven branches in the Allentown, Pennsylvania area from Santander Bank, N.A. (“Santander Bank”), as contemplated by the previously announced Purchase and Assumption Agreement, by and between Community Bank and Santander Bank, dated as of June 24, 2025. In addition, Nottingham Investment Services, Inc. (“Nottingham Investment Services”), Community Bank’s wholly-owned subsidiary, completed its acquisition from Santander Securities LLC, Santander Bank’s affiliate, of certain wealth management relationships associated with the acquired branches.

 

As part of the transaction, Community Bank acquired approximately $553.0 million of deposits and approximately $31.9 million of performing loans. This strategic acquisition accelerates Community Bank’s expansion in the Greater Lehigh Valley, complementing its existing commercial and consumer lending presence in the market.

 

A copy of the press release, dated November 10, 2025, issued by the Company to announce the closing is attached hereto as Exhibit 99.1.

 

Item 9.01Financial Statements and Exhibits

 

(d)Exhibits

 

99.1Press Release, dated November 10, 2025, issued by Community Financial System, Inc.

 

104Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)

 

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.

 

  Community Financial System, Inc.
   
  By: Michael N. Abdo
  Name: Michael N. Abdo
  Title: Executive Vice President and General Counsel

 

Dated: November 10, 2025

 

 

 

 

Exhibit Index

 

Exhibit Number   Description  
   
99.1   Press Release, dated November 10, 2025, issued by Community Financial System, Inc.
   
104 Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)

 

 

 

FAQ

What did Community Financial System (CBU) announce?

CBU’s subsidiary, Community Bank, N.A., closed the purchase of seven branches in the Allentown, Pennsylvania area from Santander Bank, N.A. on November 7, 2025.

How many branches did CBU acquire and where are they located?

Seven branches in the Allentown, Pennsylvania area, expanding presence in the Greater Lehigh Valley.

What balances were acquired in the transaction by CBU?

Approximately $553.0 million of deposits and $31.9 million of performing loans were acquired.

Did CBU acquire related wealth management relationships?

Yes. Nottingham Investment Services, Inc. acquired certain wealth management relationships from Santander Securities LLC tied to the branches.

What strategic rationale did CBU provide?

The acquisition accelerates expansion in the Greater Lehigh Valley and complements existing commercial and consumer lending in that market.

Was a press release issued about the closing?

Yes. A press release dated November 10, 2025 was attached as Exhibit 99.1.
Community Financial System Inc

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