FISI (FISI) banking officer exercises 2,684 RSUs; 967 shares withheld

Rhea-AI Filing Summary

FINANCIAL INSTITUTIONS INC executive Kevin B. Quinn, Chief Commercial Banking Officer, exercised 2,684 restricted stock units into common shares. The units converted on a one-for-one basis into 2,684 shares of FISI common stock.

To cover tax obligations, 967 common shares were disposed of at $30.59 per share through share withholding, which is not an open-market sale. After these transactions, Quinn directly holds 6,992 common shares and indirectly holds 47 shares through a 401(k) plan.

Insider Trade Summary

2,684 shares exercised/converted

Mixed 4 txns

Insider Quinn Kevin B

Role Chief Comm Banking Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	2,684	$0.00	--
Exercise	Common Stock	2,684	$0.00	--
Tax Withholding	Common Stock	967	$30.59	$30K
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct); Common Stock — 7,959 shares (Direct); Common Stock — 47 shares (Indirect, Held in 401K Plan)

Footnotes (1)

1. Each restricted stock unit represents a contingent right to receive one share of FISI common stock. Represents 5 shares acquired under the FISI 401(k) plan since the date of the reporting person's last ownership report. Restricted stock units convert into shares of common stock on a one-for-one basis.

Form 4 Insider Transactions: What Each Field Means →

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^*

Quinn Kevin B

(Last) (First) (Middle)

220 LIBERTY STREET

(Street)

WARSAW NEW YORK 14569

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
FINANCIAL INSTITUTIONS INC [ FISI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Comm Banking Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	03/20/2026		M		2,684	A	(1)	7,959	D
Common Stock	03/20/2026		F		967	D	$30.59	6,992	D
Common Stock								47(2)	I	Held in 401K Plan

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
Restricted Stock Unit	(3)	03/20/2026		M			2,684	03/20/2026	03/20/2026	Common Stock	2,684	$0	0	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of FISI common stock.

2. Represents 5 shares acquired under the FISI 401(k) plan since the date of the reporting person's last ownership report.

3. Restricted stock units convert into shares of common stock on a one-for-one basis.

	SANDRA L. BYERS By Power of Attorney from Kevin B. Quinn	03/23/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did FISI executive Kevin B. Quinn report on this Form 4?

Kevin B. Quinn exercised 2,684 restricted stock units into an equal number of FINANCIAL INSTITUTIONS INC common shares. This is a compensation-related derivative exercise rather than an open-market purchase, reflecting RSUs converting into stock on a one-for-one basis.

How many FISI shares were withheld for taxes in Kevin B. Quinn’s latest filing?

The filing shows 967 shares of FINANCIAL INSTITUTIONS INC common stock were withheld at $30.59 per share. This F-code transaction covered tax obligations on the vesting and is not treated as an open-market sale by the executive.

What are Kevin B. Quinn’s FISI share holdings after the reported transactions?

After the transactions, Kevin B. Quinn directly holds 6,992 shares of FINANCIAL INSTITUTIONS INC common stock. He also indirectly holds 47 additional shares through a 401(k) plan, providing a combined view of his reported ownership in the company.

What type of security did Kevin B. Quinn exercise into FISI common stock?

He exercised restricted stock units, each representing a contingent right to receive one share of FINANCIAL INSTITUTIONS INC common stock. These RSUs converted into shares on a one-for-one basis, consistent with the terms described in the accompanying footnotes.

Does the Form 4 for FISI indicate any remaining derivative holdings for Kevin B. Quinn?

The derivative section shows 2,684 restricted stock units exercised, with no remaining derivative position reported afterward. The derivativeSummary is empty, indicating this filing does not list additional unexercised RSUs or similar derivative awards for Quinn.

How were additional FISI shares acquired in Kevin B. Quinn’s 401(k) plan?

A footnote explains that 5 shares were acquired under the FINANCIAL INSTITUTIONS INC 401(k) plan since his last ownership report. These contribute to his total 47 indirectly held shares through the retirement plan structure.