Pathfinder Bancorp (PBHC) SVP adds 2,636 shares through option exercise

Rhea-AI Filing Summary

Pathfinder Bancorp, Inc. Senior Vice President Robert G. Butkowski Jr. exercised stock options for 2,636 shares of common stock on February 3, 2026 at an exercise price of $11.35 per share. The option exercise is reported with transaction code “M,” which typically indicates a conversion of derivative securities into common stock.

After this transaction, he directly held 19,436 shares of Pathfinder Bancorp common stock and had 1,500 stock options directly outstanding. He also reported indirect ownership of common stock through a 401(k) plan (14,291 shares), an IRA (6,500 shares), and an ESOP (6,337 shares).

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^*

Butkowski Robert G. Jr.

(Last) (First) (Middle)

214 WEST FIRST STREET

(Street)

OSWEGO NY 13126

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Pathfinder Bancorp, Inc. [ PBHC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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	02/03/2026		M		2,636	A	$11.35	19,436	D
Common Stock								14,291	I	By 401K
Common Stock								6,500	I	By IRA
Common Stock								6,337	I	By ESOP

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
Stock Options	$11.35	02/03/2026		M			2,636	05/06/2017	05/06/2026	Common Stock	2,636	$0	0	D
Stock Options	$10.37							10/28/2021	10/28/2030	Common Stock	1,500		1,500	D

Explanation of Responses:

	/s/ James A. Dowd as POA for Robert G. Butkowski, Jr.	02/05/2026
	** 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 transaction did PBHC’s Senior Vice President report on February 3, 2026?

The Senior Vice President exercised stock options for 2,636 shares of Pathfinder Bancorp common stock on February 3, 2026 at an exercise price of $11.35 per share, converting derivative securities into directly held common shares under transaction code “M.”

How many Pathfinder Bancorp (PBHC) shares does the insider hold directly after this Form 4?

Following the reported option exercise, the insider directly holds 19,436 shares of Pathfinder Bancorp common stock. This figure reflects the position after acquiring 2,636 shares through the exercise of stock options on February 3, 2026 at $11.35 per share.

What stock option positions does the Pathfinder Bancorp (PBHC) insider report?

The insider exercised stock options for 2,636 shares at $11.35, fully using that grant and reporting zero options remaining from it. He also reports 1,500 remaining stock options, linked to common stock, with an expiration date of October 28, 2030.

What indirect Pathfinder Bancorp (PBHC) holdings does the insider disclose?

The insider reports indirect ownership of Pathfinder Bancorp common stock through several plans: 14,291 shares via a 401(k), 6,500 shares via an IRA, and 6,337 shares via an ESOP. These accounts are listed as indirect holdings separate from his directly owned shares.

Who is the reporting person in this Pathfinder Bancorp (PBHC) Form 4 filing?

The reporting person is Robert G. Butkowski Jr., a Senior Vice President of Pathfinder Bancorp, Inc. He is identified as an officer of the company, not a director or 10% owner, and filed this Form 4 as a single reporting person.

What does transaction code “M” mean in this PBHC Form 4?

Transaction code “M” on Form 4 indicates an exercise or conversion of derivative securities, such as stock options, into common stock. In this case, it shows the Senior Vice President converting 2,636 stock options into 2,636 shares of Pathfinder Bancorp common stock.