Financial Institutions executive acquires 1,000 shares

The 360-share delivery or withholding entry is reported at $40.23 per share for payment of exercise price or tax liability.

Rhea-AI Filing Summary

Blake G. Jones, Chief Marketing Officer of Financial Institutions Inc. (FISI), reported a derivative exercise or conversion involving 1,000 restricted stock units and the acquisition of 1,000 common shares on September 25, 2026. The units convert one-for-one; the derivative entry reports 1,000 units following the transaction. In the same report, 360 common shares were delivered or withheld for payment of exercise price or tax liability at a reported $40.23 per share. Jones also reported 236 common shares held indirectly in the 401(k) plan, including 4 acquired under the plan since his last ownership report.

Insider Trade Summary

1,000 shares exercised/converted

Exercise 4 txns

Insider JONES BLAKE G

Role Chief Marketing Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit F3	1,000	$0.00	$0.00
Exercise	Common Stock F1	1,000	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	360	$40.23	$14K
holding	Common Stock F2	--	--	--

Holdings After Transaction: Restricted Stock Unit — 1,000 contracts (Direct); Common Stock — 640 shares (Direct); Common Stock — 236 shares (Indirect, Held in 401K Plan)

Footnotes (3)

1. F1. Each restricted stock unit represents a contingent right to receive one share of FISI common stock.
2. F2. Represents 4 shares acquired under the FISI 401(k) plan since the date of the reporting person's last ownership report.
3. F3. Restricted stock units convert into shares of common stock on a one-for-one basis.

Key Figures

Restricted stock units reported following transaction: 1,000 restricted stock units Common shares acquired: 1,000 shares Shares delivered or withheld: 360 shares +3 more

6 metrics

Restricted stock units reported following transaction 1,000 restricted stock units Derivative entry following the September 25, 2026 transaction

Common shares acquired 1,000 shares September 25, 2026

Shares delivered or withheld 360 shares For payment of exercise price or tax liability

Reported per-share amount $40.23 per share For the 360 common shares delivered or withheld

Common shares held indirectly 236 shares Held in the 401(k) plan

Shares acquired under the 401(k) plan 4 shares Since the reporting person's last ownership report

Key Terms

Restricted Stock Unit, contingent right, one-for-one basis

3 terms

Restricted Stock Unit financial

"Each restricted stock unit represents a contingent right to receive one share"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

contingent right financial

"represents a contingent right to receive one share of FISI common stock"

one-for-one basis financial

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

FAQ

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How many FISI shares did Blake G. Jones report acquiring and delivering or withholding?

On September 25, 2026, Blake G. Jones reported acquiring 1,000 common shares in a derivative exercise or conversion involving 1,000 restricted stock units. He also reported 360 common shares delivered or withheld for payment of exercise price or tax liability.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/28/2026 - 04:05 PM Accepted by SEC EDGAR 09/28/2026 - 04:05 PM Learn about SEC filing dates

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^*

JONES BLAKE G

(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 Marketing Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/25/2026

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	09/25/2026		M		1,000	A	$0(1)	1,000	D
Common Stock	09/25/2026		F		360	D	$40.23	640	D
Common Stock								236(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)	09/25/2026		M		1,000		09/25/2026	09/25/2026	Restricted Stock Unit	1,000	$0	1,000	D

Explanation of Responses:

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

2. Represents 4 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 Blake G. Jones	09/28/2026
	** 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)