FISI (FISI) Chief Risk Officer reports updated stock and RSU holdings

Rhea-AI Filing Summary

FINANCIAL INSTITUTIONS INC (FISI) insider filing shows updated holdings for Chief Risk Officer Gary A. Pacos. The Form 4 reports direct ownership of common stock and restricted stock units as of March 5, 2026. Each restricted stock unit represents a contingent right to receive one share of FISI common stock.

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

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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^*

PACOS GARY A.

(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
X	Officer (give title below)		Other (specify below)
	Chief Risk 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								2,000	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	2,065		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 By Power of Attorney from Gary A. Pacos	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 does the latest FISI Form 4 show for Chief Risk Officer Gary A. Pacos?

The Form 4 shows updated direct holdings for Chief Risk Officer Gary A. Pacos in FINANCIAL INSTITUTIONS INC (FISI). It reports his common stock and restricted stock unit positions as of March 5, 2026, without identifying any explicit buy or sell transaction.

How many FISI restricted stock units are reported for Gary A. Pacos?

The filing reports direct holdings of restricted stock units for Gary A. Pacos, with a total of 2,065 units following the reported transactions. Each restricted stock unit represents a contingent right to receive one share of FISI common stock, according to the footnote disclosure.

How many shares of FISI common stock does Gary A. Pacos hold directly?

The Form 4 shows Gary A. Pacos with 2,000 shares of FISI common stock held directly after the reported transactions. These are classified as direct ownership, reflecting his personal stake separate from his restricted stock unit awards in the company.

Do the FISI transactions for Gary A. Pacos indicate buying or selling activity?

The reported entries are classified as holdings with an unknown transaction code, and no share amounts are listed as purchased or sold. As a result, the filing reflects positions rather than clearly labeled buy or sell activity for Gary A. Pacos.

What is the meaning of restricted stock units reported in the FISI Form 4?

The footnote explains that each restricted stock unit represents a contingent right to receive one share of FINANCIAL INSTITUTIONS INC common stock. These awards typically vest over time or upon meeting conditions, rather than being immediately settled in shares.

Is Gary A. Pacos’ ownership in FISI reported as direct or indirect?

The Form 4 classifies all reported positions for Gary A. Pacos as direct ownership, using the code “D.” This applies both to his common stock holdings and his restricted stock units, indicating they are held in his own name rather than through another entity.