Financial Institutions Inc (FISI) HR chief nets 7,669 shares after RSU vesting

Rhea-AI Filing Summary

Financial Institutions Inc Chief Human Resources Officer Laurie R. Collins reported routine equity compensation activity. She exercised 2,254 restricted stock units, which converted into the same number of common shares on a one-for-one basis. To cover tax obligations, 812 common shares were withheld at $30.59 per share.

Following these transactions, Collins directly holds 7,669 shares of common stock and also has 726 shares held indirectly in a 401(k) plan. No derivative securities remain from this restricted stock unit award, making this a standard vesting and tax-settlement event rather than an open‑market trade.

Insider Trade Summary

2,254 shares exercised/converted

Mixed 4 txns

Insider Collins Laurie R

Role Chief Human Resources Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	2,254	$0.00	--
Exercise	Common Stock	2,254	$0.00	--
Tax Withholding	Common Stock	812	$30.59	$25K
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct); Common Stock — 8,481 shares (Direct); Common Stock — 726 shares (Indirect, Held in 401K)

Footnotes (1)

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

Collins Laurie R

(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 Human Resources 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		2,254	A	(1)	8,481	D
Common Stock	03/20/2026		F		812	D	$30.59	7,669	D
Common Stock								726	I	Held in 401K

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	(2)	03/20/2026		M			2,254	03/20/2026	03/20/2026	Common Stock	2,254	$0	0	D

Explanation of Responses:

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

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

	SANDRA L. BYERS By Power of Attorney from Laurie R. Collins	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 did FISI executive Laurie R. Collins report in this Form 4?

Laurie R. Collins reported equity compensation activity, exercising 2,254 restricted stock units that converted into common stock. Part of the vested shares was withheld to satisfy tax obligations, reflecting a routine compensation and tax-settlement event rather than an open-market trade.

How many FISI restricted stock units did Laurie R. Collins exercise?

She exercised 2,254 restricted stock units, each representing a contingent right to receive one share of FINANCIAL INSTITUTIONS INC common stock. The units converted on a one-for-one basis into common shares as part of her compensation package on the reported transaction date.

How many FISI shares were withheld for taxes in this Form 4?

812 common shares of FINANCIAL INSTITUTIONS INC were withheld to cover tax liabilities at a price of $30.59 per share. This tax-withholding disposition is coded as an F transaction and does not represent an open‑market sale by the executive.

What are Laurie R. Collins’ FISI share holdings after these transactions?

After the reported transactions, Laurie R. Collins directly holds 7,669 shares of FINANCIAL INSTITUTIONS INC common stock. She also has an additional 726 shares held indirectly in a 401(k) plan, providing context on her ongoing equity exposure to the company.

Did this FISI Form 4 involve any open-market stock sales or purchases?

No open-market trades are reported. The filing shows an option-like RSU exercise and a related tax-withholding disposition, where 812 shares were delivered to satisfy taxes. These are mechanical compensation events, not discretionary market purchases or sales by Laurie R. Collins.

What does one-for-one RSU conversion mean for FISI stock in this filing?

The one-for-one conversion means each restricted stock unit became one share of FINANCIAL INSTITUTIONS INC common stock. In this case, 2,254 RSUs converted into 2,254 common shares, clarifying there is no leverage or special conversion ratio affecting shareholders.