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Community Financial (CBU) director reports 192.47 phantom units; ownership now 7,381.93

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Neil E. Fesette, a director of Community Financial System, Inc. (CBU), reported a transaction dated 09/18/2025 on Form 4. He acquired 192.4686 units of phantom stock under the company's Deferred Compensation Plan, at an indicated price of $59.75 per unit; each unit is the economic equivalent of one share of CBU common stock and will be settled in common stock at future dates chosen by the reporting person. After the transaction, Mr. Fesette beneficially owned 7,381.9333 shares directly. The Form 4 was signed on behalf of Mr. Fesette by Danielle M. Cima on 09/22/2025.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine insider compensation transaction; modest change in share equivalents, not a market-moving disclosure.

The Form 4 documents a grant/acquisition of 192.4686 phantom stock units tied to Community Financial System, Inc. common shares, priced at $59.75 per unit and convertible to common stock at future election dates. This is a compensation/deferred‑compensation event for a director rather than an open‑market purchase or sale. The post-transaction direct beneficial ownership of 7,381.9333 shares reflects total exposure following settlement of the awarded units. For investors, this filing signals an internal compensation settlement mechanism but does not, by itself, indicate a change in company fundamentals or an immediate liquidity event.

TL;DR: Director received deferred-compensation units that convert to stock; routine and governance‑standard disclosure.

The disclosure clarifies that the units are part of a Deferred Compensation Plan and will be settled in common stock at dates selected by the reporting person. The Form 4 was executed on behalf of the reporting person, consistent with procedural practice. This is a standard filing documenting insider compensation and beneficial ownership; it carries no direct operational or financial implication disclosed within the form.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Fesette Neil E.

(Last) (First) (Middle)
C/O COMMUNITY FINANCIAL SYSTEM, INC.
5790 WIDEWATERS PARKWAY

(Street)
DEWITT NY 13214

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
COMMUNITY FINANCIAL SYSTEM, INC. [ CBU ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock (Deferred Compensation) (1) 09/18/2025 A 192.4686 (1) (1) Common Stock 192.4686 $59.75 7,381.9333 D
Explanation of Responses:
1. Each unit of phantom stock is the economic equivalent of one share of Community Financial System, Inc. common stock. The units of phantom stock relating to the Deferred Compensation Plan will be settled in Community Financial System, Inc. common stock at future dates selected by the reporting person.
/s/ Danielle M. Cima, pursuant to a Confirming Statement executed by Neil E. Fesette 09/22/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Neil E. Fesette report on Form 4 for CBU?

He acquired 192.4686 phantom stock units under the Deferred Compensation Plan on 09/18/2025, as reported on the Form 4.

How will the phantom stock units reported on the Form 4 be settled?

Each unit is the economic equivalent of one share and will be settled in Community Financial System, Inc. common stock at future dates selected by the reporting person.

What price is listed for the phantom stock units on the Form 4?

$59.75 per unit is the price indicated in the Form 4 for the reported units.

What is Neil E. Fesette's beneficial ownership after the reported transaction?

7,381.9333 shares are reported as beneficially owned following the transaction.

When was the Form 4 signed and by whom?

The Form 4 was signed on behalf of Neil E. Fesette by Danielle M. Cima on 09/22/2025.
Community Financial System Inc

NYSE:CBU

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3.02B
52.11M
1.03%
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3.36%
Banks - Regional
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United States
DEWITT