STOCK TITAN

Community Financial System (NYSE: CBU) director converts phantom stock into 1,370 common shares

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

Rhea-AI Filing Summary

Community Financial System, Inc. director reports equity settlement from deferred compensation. On December 1, 2025, a reporting person serving as a director of Community Financial System, Inc. converted phantom stock units into 1,370 shares of common stock through a transaction coded "M," which reflects the exercise or settlement of a derivative security. After this settlement, the director beneficially owned 8,506.0302 shares of common stock directly.

The filing also notes that the director continues to hold 5,707.3915 units of phantom stock as of this event. Each phantom stock unit represents the economic equivalent of one share of common stock and will be settled in common stock at future dates selected by the director under the company’s Deferred Compensation Plan. The phantom stock balance includes units received as dividend equivalents on January 10, 2025, April 10, 2025, July 10, 2025, and October 10, 2025.

Positive

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Negative

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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*
Whipple John F.

(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)
12/01/2025
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
Common Stock 12/01/2025 M 1,370 A (1) 8,506.0302 D
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) (2) 12/01/2025 M 1,370 (2) (2) Common Stock 1,370 (1) 5,707.3915(3) D
Explanation of Responses:
1. On December 1, 2025, the reporting person's phantom stock units were settled for 1,370 shares of Community Financial System, Inc. common stock.
2. 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.
3. Includes 53.6874, 61.6877, 53.8395, and 59.5376 units of phantom stock acquired on January 10, 2025, April 10, 2025, July 10, 2025, and October 10, 2025, respectively, as dividend equivalents under the Plan.
/s/ Danielle M. Cima, pursuant to a Confirming Statement executed by John F. Whipple, Jr. 12/03/2025
** 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 insider transaction did Community Financial System, Inc. (CBU) report?

A director of Community Financial System, Inc. reported the settlement of phantom stock units into 1,370 shares of common stock on December 1, 2025, recorded as a transaction code "M" on a Form 4.

How many Community Financial System, Inc. (CBU) shares does the director own after the Form 4 transaction?

Following the settlement of phantom stock units, the director beneficially owned 8,506.0302 shares of Community Financial System, Inc. common stock in direct ownership.

What happened to the phantom stock units in the Community Financial System, Inc. (CBU) deferred compensation plan?

On December 1, 2025, 1,370 phantom stock units held by the director were settled for the same number of common shares of Community Financial System, Inc. under the Deferred Compensation Plan.

What are phantom stock units in the Community Financial System, Inc. (CBU) plan?

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

How many phantom stock units does the Community Financial System, Inc. (CBU) director still hold?

After the reported transaction, the director held 5,707.3915 units of phantom stock, which will be settled in Community Financial System, Inc. common stock at future dates under the Deferred Compensation Plan.

Did the Community Financial System, Inc. (CBU) director receive dividend equivalents on phantom stock?

Yes. The phantom stock balance includes 53.6874, 61.6877, 53.8395, and 59.5376 units acquired on January 10, 2025, April 10, 2025, July 10, 2025, and October 10, 2025, respectively, as dividend equivalents under the plan.

Community Financial System Inc

NYSE:CBU

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3.15B
52.11M
1.03%
75.79%
3.36%
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