STOCK TITAN

Community Financial (NYSE: CBU) closes $39M ClearPoint trust acquisition

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Community Financial System, Inc. has completed its all-cash $39 million acquisition of ClearPoint Federal Bank & Trust through its subsidiary Community Bank, N.A. ClearPoint administers trusts for the approximately $20 billion death care industry, with over $1.5 billion in assets under management and a three-year revenue compound annual growth rate of 9.7%.

The business will operate as ClearPoint Trust, a division of Community Bank, and will be folded into Nottingham Financial Group, the Company’s wealth management arm. Management describes the deal as aligned with a strategy of growing durable, recurring fee income from specialized trust and wealth services.

Positive

  • None.

Negative

  • None.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Acquisition value $39 million All-cash purchase price for ClearPoint Federal Bank & Trust
Industry size $20 billion Approximate size of the death care industry ClearPoint serves
Assets under management $1.5 billion ClearPoint assets under management in trust administration
Revenue CAGR 9.7% ClearPoint historical three-year revenue compound annual growth rate
Community Bank assets over $17 billion Assets of Community Bank, N.A., the Company’s banking subsidiary
Customer facilities approximately 200 Community Bank, N.A. customer facilities across Northeastern states
death care industry financial
"ClearPoint is a national leader in trust administration for the approximately $20 billion death care industry"
assets under management financial
"with over $1.5 billion of assets under management and a historical three-year revenue compound annual growth rate"
Assets under management (AUM) is the total value of all the investments that a financial company or fund is responsible for overseeing on behalf of its clients. It’s like a big bucket that shows how much money the firm is managing for people or organizations. A higher AUM often indicates a larger, more trusted company, and it can influence how much money they earn and the services they can offer.
compound annual growth rate financial
"a historical three-year revenue compound annual growth rate of 9.7%"
The compound annual growth rate (CAGR) shows how much an investment or value has grown, on average, each year over a specific period. It considers the effect of growth that compounds or builds upon itself, similar to how interest accumulates in a savings account. Investors use CAGR to compare different investments’ long-term performance and to understand how steady or consistent their growth has been over time.
wealth management services financial
"the Company’s wealth management services business, and is consistent with the Company’s strategic focus"
Wealth management services are personalized financial planning and investment assistance designed to help individuals grow and protect their wealth over time. Similar to having a trusted guide for a complex journey, these services coordinate various financial needs—such as investing, estate planning, and tax strategies—to ensure a person's financial goals are met efficiently and smoothly. They matter to investors because they help make informed decisions and manage wealth more confidently and effectively.
forward-looking statements regulatory
"This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995."
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
false COMMUNITY FINANCIAL SYSTEM, INC. 0000723188 0000723188 2026-06-01 2026-06-01 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): June 1, 2026

 

 

(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.)

 

333 Butternut Drive, Syracuse, 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 Events.

 

On June 1, 2026, Community Financial System, Inc. (the “Company”) announced that its wholly-owned subsidiary, Community Bank, N.A. (“Community Bank”), completed its acquisition of ClearPoint Federal Bank & Trust, a federally chartered savings association (“ClearPoint”), as contemplated by the previously announced Agreement and Plan of Merger, as amended, dated as of January 14, 2026, by and among Community Bank, ClearPoint, and Michael Devlin, solely in his capacity as the representative for the shareholders of ClearPoint.

 

ClearPoint is a national leader in trust administration for the approximately $20 billion death care industry, with over $1.5 billion of assets under management and a historical three-year revenue compound annual growth rate of 9.7%. The transaction significantly expands the revenue and offerings of Nottingham Financial Group, the Company’s wealth management services business, and is consistent with the Company’s strategic focus on deploying capital into durable, recurring, and growing income streams. The newly acquired business will operate as ClearPoint Trust, a division of Community Bank.

 

A copy of the press release, dated June 1, 2026, 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 June 1, 2026, 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: /s/ Michael N. Abdo
  Name: Michael N. Abdo
  Title:  Executive Vice President and General Counsel

 

Dated: June 1, 2026

 

 

 

 

Exhibit Index

 

Exhibit Number Description
   
99.1 Press Release, dated June 1, 2026, issued by Community Financial System,Inc.
   
104 Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)

 

 

 

 

Exhibit 99.1

 

News Release

For further information, please contact:

333 Butternut Drive

Syracuse, N.Y. 13214

Marya Burgio Wlos,
EVP & Chief Financial Officer

Office: (315) 299-2946

 

         

Community Financial System, Inc. Completes Acquisition 

of ClearPoint Federal Bank & Trust

 

SYRACUSE, N.Y. — June 1, 2026 — Community Financial System, Inc. (NYSE: CBU) (the “Company”) through its wholly-owned banking subsidiary, Community Bank, N.A., is pleased to announce the completion of its acquisition of ClearPoint Federal Bank & Trust (“ClearPoint”). ClearPoint is a national leader in trust administration for the approximately $20 billion death care industry, with over $1.5 billion of assets under management and a historical three-year revenue compound annual growth rate of 9.7%. The transaction significantly expands the revenue and offerings of Nottingham Financial Group (“NFG”), the Company’s wealth management services business, and is consistent with the Company’s strategic focus on deploying capital into durable, recurring, and growing income streams. The new business will operate as ClearPoint Trust, a division of Community Bank, N.A.

 

Dimitar A. Karaivanov, President and Chief Executive Officer of the Company, stated, “We are excited about the opportunity ClearPoint Trust brings to NFG’s expanding suite of products and services. The Company seeks innovative and sustainable sources of revenue, and the chance to provide funeral and cemetery trust services to this large and growing market is an excellent way to diversify and build on existing strengths. ClearPoint Trust’s team has extensive experience providing financial services to funeral homes and cemeteries, and with the greater resources the Company can provide, we expect this line of business to deliver a consistent and growing contribution to the Company’s bottom line.”

 

The all-cash transaction is valued at $39 million, subject to potential purchase price adjustment.

 

D.A. Davidson & Co. served as financial advisor, and Luse Gorman, PC served as legal advisor to Community Financial System, Inc. ClearPoint Federal Bank & Trust was advised by Keefe, Bruyette & Woods, Inc., a Stifel Company, and Covington & Burling LLP served as its legal counsel.

 

 

 

 

About Community Financial System, Inc.

 

Community Financial System, Inc. is a diversified financial services company that is focused on four main business lines – banking services, employee benefit services, insurance services and wealth management services. Its banking subsidiary, Community Bank, N.A., is among the country’s 100 largest banking institutions with over $17 billion in assets and operates approximately 200 customer facilities across Upstate New York, Northeastern Pennsylvania, Vermont, Western Massachusetts and Southern New Hampshire. The Company’s Benefit Plans Administrative Services, Inc. subsidiary is a leading provider of employee benefits administration, trust services, collective investment fund administration, and actuarial consulting services to customers on a national scale. The Company’s OneGroup NY, Inc. subsidiary is a top 68 U.S. insurance agency. The Company also offers comprehensive financial planning, trust administration and wealth management services through its Nottingham Financial Group operating unit. The Company is listed on the New York Stock Exchange and the Company’s stock trades under the symbol CBU. For more information about the Company and each of its four main business lines visit https://communityfinancialsystem.com.

 

###

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the current beliefs and expectations of CBU’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. The following factors, among others, could cause the actual results of CBU’s operations to differ materially from its expectations: the macroeconomic and other challenges and uncertainties related to or resulting from current and future economic and market conditions, including the effects on CRE and housing or vehicle prices, unemployment rates, high inflation, U.S. fiscal debt, budget and tax matters, geopolitical matters, tariffs and global economic growth; fiscal and monetary policies of the Federal Reserve Board; the potential adverse effects of unusual and infrequently occurring events; litigation and actions of regulatory authorities; management’s estimates and projections of interest rates and interest rate policies; the effect of changes in the level of checking, savings, or money market account deposit balances and other factors that affect net interest margin; future provisions for credit losses on loans and debt securities; changes in nonperforming assets; ability to contain costs in inflationary conditions; the effect on financial market valuations on CBU’s fee income businesses, including its employee benefit services, wealth management services, and insurance services businesses; the successful integration of operations of its acquisitions and performance of new branches; competition; changes in legislation or regulatory requirements, including capital requirements; and the timing for receiving regulatory approvals and completing merger and acquisition transactions. For more information about factors that could cause actual results to differ materially from CBU’s expectations, refer to its annual, periodic and other reports filed with the Securities and Exchange Commission (“SEC”), including the discussion under the “Risk Factors” section of such reports filed with the SEC and available on CBU’s website at https://communityfinancialsystem.com and on the SEC’s website at https://sec.gov. Further, any forward-looking statement speaks only as of the date on which it is made, and CBU undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events.

 

 

FAQ

What acquisition did Community Financial System (CBU) just complete?

Community Financial System completed an all-cash $39 million acquisition of ClearPoint Federal Bank & Trust. ClearPoint is a national leader in trust administration for the death care industry and will operate as ClearPoint Trust within Community Bank’s wealth management platform.

How does ClearPoint Trust fit into Community Financial System (CBU)’s strategy?

ClearPoint Trust expands Nottingham Financial Group’s wealth management offerings with specialized funeral and cemetery trust services. Management says this supports a strategic focus on durable, recurring, and growing fee income streams that diversify revenue beyond traditional banking products and services.

What scale does ClearPoint add to Community Financial System (CBU)?

ClearPoint brings over $1.5 billion of assets under management in the approximately $20 billion death care industry. It has delivered a three-year revenue compound annual growth rate of 9.7%, adding a growing, fee-based trust business to Community Financial’s existing wealth management operations.

How large is Community Financial System (CBU) after the ClearPoint deal?

Community Financial reports over $17 billion in assets at its banking subsidiary, Community Bank, N.A. The bank operates about 200 customer facilities across several Northeastern states, and the ClearPoint Trust division adds a focused national trust administration business to this platform.

What will ClearPoint’s business be called within Community Financial System (CBU)?

Following the transaction, ClearPoint’s business will operate as ClearPoint Trust, a division of Community Bank, N.A. It will be integrated into Nottingham Financial Group, Community Financial’s wealth management services brand that provides financial planning, trust administration, and investment management.

Who advised Community Financial System (CBU) on the ClearPoint acquisition?

D.A. Davidson & Co. served as financial advisor and Luse Gorman, PC as legal advisor to Community Financial. ClearPoint was advised by Keefe, Bruyette & Woods, Inc., a Stifel company, with Covington & Burling LLP acting as its legal counsel on the transaction.

Filing Exhibits & Attachments

4 documents