[8-K] Community Financial System, Inc. Reports Material Event

Rhea-AI Filing Summary

Community Financial System, Inc. (NYSE: CBU) filed a Form 8-K disclosing a planned leadership transition at its banking subsidiary.

Senior Vice President & Chief Banking Officer Jeffrey M. Levy has notified the Company of his intention to retire effective December 31, 2025. Levy has held the CBO role since January 2024 and previously led commercial banking and regional operations, contributing to commercial-lending growth in New York’s Capital Region.

The Board has chosen Matthew Durkee, currently President, Commercial Banking, to succeed Levy on January 1, 2026. Durkee joined the Bank in January 2022 and was promoted to his present post in January 2024. The filing contains no details on compensation adjustments, strategic shifts, or financial effects, and no other material events were reported.

Positive

• Planned succession announced 17 months ahead, supporting continuity.
• Internal promotion of experienced executive reduces integration risk.

Negative

• Loss of seasoned leader who drove commercial-lending growth could impact momentum.

Insights

Financial Analyst

TL;DR: Orderly internal succession; negligible near-term financial impact.

Management turnover is limited to one senior role, announced 17 months in advance, giving the Bank ample time for a smooth hand-off. Because both executives are insiders and no financial metrics or severance terms are disclosed, I view the event as operationally neutral and unlikely to change earnings forecasts or capital allocation. Investors should monitor loan-growth continuity in the commercial segment that Levy previously championed, but the choice of Durkee—already leading that business—suggests minimal disruption.

Corporate Governance Specialist

TL;DR: Planned retirement aligns with good governance; risk low.

The Company followed best-practice disclosure by filing promptly under Item 5.02 and naming a successor concurrently. The long transition window allows for orderly knowledge transfer and signals stable succession planning. No red flags—such as abrupt departure, disputes, or board resignations—are evident. Accordingly, governance risk remains unchanged.

false COMMUNITY FINANCIAL SYSTEM, INC. 0000723188 0000723188 2025-07-21 2025-07-21 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): July 21, 2025

(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

Not Applicable

(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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On July 21, 2025, Jeffrey M. Levy notified Community Financial System, Inc. (the “Company”) of his intention to retire from his position as Senior Vice President (“SVP”) and Chief Banking Officer of Community Bank, N.A. (the “Bank”), the Company’s wholly owned subsidiary, effective as of December 31, 2025.

Mr. Levy has served as the Bank’s SVP and Chief Banking Officer since January 1, 2024. Prior to his appointment as Chief Banking Officer, he served in several important roles in the Bank, including serving as the President, Commercial Banking, and the Regional President of Capital Region of New York. Mr. Levy has played an important part in Company’s success over the last seven years, in particular with the growth of its commercial lending business and its expansion across the Capital Region. The Company extends its gratitude to him for his years of service and contributions to the Company and the Bank.

The Company has selected Matthew Durkee, the Bank’s President, Commercial Banking, as Mr. Levy’s successor. Mr. Durkee will assume his new role on January 1, 2026. Mr. Durkee joined the Bank in January 2022 as the Bank’s President of the New England Region and was appointed as the President, Commercial Banking in January 2024, when Mr. Levy assumed the position of Chief Banking Officer.

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:	/s/ Michael N. Abdo
	Name: Michael N. Abdo
	Title: Executive Vice President and General Counsel

Dated: July 23, 2025

FAQ

When will Jeffrey M. Levy retire from Community Financial System (CBU)?

Levy will retire effective December 31, 2025.

Who will replace Jeffrey Levy as Chief Banking Officer of Community Bank, N.A.?

Matthew Durkee, currently President, Commercial Banking, will assume the role on January 1, 2026.

Does the 8-K disclose any financial impact or compensation terms related to the retirement?

No. The filing states no changes to compensation or projected financial impacts.

What positions has Matthew Durkee previously held at Community Bank, N.A.?

Durkee joined in January 2022 as President, New England Region and became President, Commercial Banking in January 2024.

On which exchange does Community Financial System trade and under what ticker?

The Company’s common stock trades on the New York Stock Exchange under ticker CBU.