FINANCIAL INSTITUTIONS INC (FISI) officer updates RSU and share holdings on Form 4

Rhea-AI Filing Summary

FINANCIAL INSTITUTIONS INC principal accounting officer Sandra L. Byers reported her shareholdings in a Form 4 filing. She directly holds restricted stock units that represent a contingent right to receive 805 shares of FISI common stock and directly holds 1,460 shares of FISI common stock. The filing reflects holdings only, with no reported purchases or sales.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider BYERS SANDRA L

Role Insider

Type	Security	Shares	Price	Value
holding	Restricted Stock Units	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 805 shares (Direct); Common Stock — 1,460 shares (Direct)

Footnotes (1)

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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^*

BYERS SANDRA L

(Last) (First) (Middle)

220 LIBERTY STREET

(Street)

WARSAW NY 14569

(City) (State) (Zip)

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
	Officer (give title below)	X	Other (specify below)
			Principal Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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								1,460	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
Restricted Stock Units	(1)							02/23/2029	02/23/2029	Restricted Stock Units	805		0	D

Explanation of Responses:

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

	SANDRA L. BYERS	03/06/2026
	** 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.

FAQ

What insider activity did FISI’s Sandra L. Byers report on this Form 4?

Sandra L. Byers reported her current holdings rather than trades. She directly holds restricted stock units tied to 805 shares of FINANCIAL INSTITUTIONS INC common stock and directly owns 1,460 common shares, with no reported purchases or sales in this filing.

How many FISI restricted stock units does Sandra L. Byers hold after the reported transactions?

After the reported transactions, Sandra L. Byers holds restricted stock units representing 805 shares of FINANCIAL INSTITUTIONS INC common stock. Each restricted stock unit is a contingent right to receive one share of FISI common stock, according to the footnote in the Form 4 filing.

How many shares of FISI common stock does Sandra L. Byers own directly?

Sandra L. Byers directly owns 1,460 shares of FINANCIAL INSTITUTIONS INC common stock following the reported Form 4 transactions. These shares are listed as directly held, with no indication of indirect ownership through entities or related parties in the provided data.

Does this FISI Form 4 show Sandra L. Byers buying or selling shares?

The Form 4 does not show Sandra L. Byers buying or selling FISI shares. Instead, it records her direct holdings in restricted stock units and common stock, with the transactions coded as holdings and transaction direction labeled as unknown in the data.

What does each restricted stock unit reported by Sandra L. Byers represent for FISI?

Each restricted stock unit reported by Sandra L. Byers represents a contingent right to receive one share of FINANCIAL INSTITUTIONS INC common stock. This is specified in the filing’s footnote, clarifying the economic equivalence between each unit and a single common share.