Chemung Financial exec boosts stake with $149k purchase – SEC filing

Rhea-AI Filing Summary

Form 4 highlights – Chemung Financial Corp. (CHMG): On 08/05/2025, Executive Vice President & Chief Information Officer Loren D. Cole purchased 2,983 common shares through a qualified plan at $50.10 each, for an estimated $149.8 k outlay. The transaction was made under a Rule 10b5-1 plan.

Following the buy, Cole’s indirect qualified-plan position rises to 9,331.251 shares. He also retains 5,742 shares directly and 105 shares via his spouse, bringing cumulative beneficial ownership to roughly 15,178 shares. No sales or derivative activities were reported.

The 47 % increase in his indirect stake by a senior officer is typically interpreted as an expression of confidence in CHMG’s prospects; however, investors should weigh this single purchase against broader fundamental and market factors.

Positive

• Senior officer purchase: EVP & CIO bought 2,983 shares, increasing indirect holdings by 47 %.
• Monetary commitment: ~$149.8 k cash outlay at market price indicates insider confidence.
• No offsetting sales: Filing shows only acquisitions, no disposals or derivative hedges.

Negative

• None.

Insights

Financial Analyst

TL;DR: Senior officer’s $150 k buy lifts total stake ~47 %; positive insider signal, modest absolute size vs. float.

Insider purchases by C-suite members often precede favorable fundamental trends. Cole’s acquisition increases indirect holdings to 9.3 k shares, suggesting confidence while aligning incentives with shareholders. The buy equates to ~0.3 % of daily volume, so market impact is minimal but directionally positive. No offsets from derivative sales were disclosed, reinforcing the constructive tone.

Portfolio Manager

TL;DR: Incremental but clear insider accumulation; supports bullish sentiment, yet immaterial to valuation alone.

The $50.10 purchase price sits near recent trading levels, implying no deep-value signal but shows willingness to add at market. As EVP & CIO, Cole has visibility into tech and operations; his buy under a 10b5-1 plan reduces timing risk concerns. Still, the share count is small relative to CHMG’s 4 m share float, limiting direct EPS effect. I classify the filing as directionally positive but not materially transformative.

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^*

COLE LOREN D

(Last) (First) (Middle)

ONE CHEMUNG CANAL PLAZA

PO BOX 1522

(Street)

ELMIRA NY 14902-1522

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CHEMUNG FINANCIAL CORP [ CHMG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CIO

3. Date of Earliest Transaction (Month/Day/Year)
08/05/2025

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	08/05/2025		P		2,983	A	$50.1	9,331.251(1)	I	By Qualified Plan
COMMON STOCK								5,742	D
COMMON STOCK								105	I	By Spouse

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

Explanation of Responses:

1. Includes dividends issued periodically under the Issuer's Dividend Reinvestment Plan.

Remarks:

	Kathleen E. Cook, Attorney in Fact, Pursuant to Power of Attorney dated 6/25/2025	08/05/2025
	** 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 CHMG report on 08/05/2025?

EVP & CIO Loren D. Cole bought 2,983 common shares of Chemung Financial at $50.10 via a qualified plan.

How many Chemung Financial shares does Loren D. Cole own after the transaction?

His total beneficial ownership is about 15,178 shares (9,331.251 indirect, 5,742 direct, 105 spouse).

What was the total dollar value of the insider purchase?

Approximately $149,800 (2,983 shares × $50.10).

Were any derivative securities included in this Form 4 filing?

No; Table II shows no derivative acquisitions or dispositions.

Was the purchase executed under a Rule 10b5-1 plan?

Yes, the form indicates the transaction was made under a Rule 10b5-1(c) trading plan.

Does the filing report any share sales by the insider?

None; the filing lists only a purchase of common stock.