Pathfinder Bancorp (PBHC) grants 8,000 restricted shares to General Counsel

Rhea-AI Filing Summary

Polniak Joseph reported acquisition or exercise transactions in this Form 4 filing.

Pathfinder Bancorp, Inc. reported that FVP and General Counsel Joseph Polniak received a grant of 8,000 shares of common stock as restricted stock on March 31, 2026. The award carried no purchase price. These restricted shares vest over a three-year period commencing on March 31, 2027, and Polniak now directly holds 8,000 shares following the grant.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Polniak Joseph

Role FVP, General Counsel

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	8,000	$0.00	--

Holdings After Transaction: Common Stock — 8,000 shares (Direct)

Footnotes (1)

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Key Figures

Restricted stock granted: 8,000 shares Grant price per share: $0.0000 per share Shares owned after transaction: 8,000 shares +1 more

4 metrics

Restricted stock granted 8,000 shares Common Stock grant on March 31, 2026

Grant price per share $0.0000 per share Compensation-related award, not open-market purchase

Shares owned after transaction 8,000 shares Total direct holdings following grant

Vesting period Three years Vests over three-year period commencing March 31, 2027

Key Terms

restricted stock, Form 4, transaction code A, vest

4 terms

restricted stock financial

"Shares of restricted stock vest over a three-year period"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

transaction code A financial

"transaction_code": "A""

vest financial

"Shares of restricted stock vest over a three-year period"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

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^*

Polniak Joseph

(Last) (First) (Middle)

214 WEST FIRST STREET

(Street)

OSWEGO NEW YORK 13126

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	FVP, General Counsel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

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	03/31/2026		A		8,000(1)	A	$0	8,000	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

Explanation of Responses:

1. Shares of restricted stock vest over a three-year period commencing on March 31, 2027.

	/s/ James A. Dowd as POA for Joseph Polniak	04/01/2026
	** 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 insider transaction did PBHC report for Joseph Polniak?

Pathfinder Bancorp reported that FVP and General Counsel Joseph Polniak received a grant of 8,000 shares of restricted common stock. The award was recorded on March 31, 2026 and reflects a compensation-related share acquisition rather than an open-market stock purchase.

How many PBHC shares did Joseph Polniak hold after this Form 4 transaction?

After the reported transaction, Joseph Polniak directly owned 8,000 shares of Pathfinder Bancorp common stock. This total matches the number of restricted shares granted, indicating this filing reflects his full direct ownership position as of the transaction date disclosed.

Was the PBHC insider transaction a market purchase or a stock grant?

The PBHC insider transaction was a stock grant, not a market purchase. The Form 4 shows transaction code A, described as a grant, award, or other acquisition, with a price per share of $0.0000, confirming it was compensation-related restricted stock.

What is the vesting schedule for Joseph Polniak’s PBHC restricted stock?

The 8,000 restricted shares of Pathfinder Bancorp common stock granted to Joseph Polniak vest over a three-year period. According to the footnote, vesting commences on March 31, 2027, meaning the shares become available gradually starting from that date.

What role does Joseph Polniak hold at Pathfinder Bancorp (PBHC)?

In this filing, Joseph Polniak is identified as an officer of Pathfinder Bancorp, serving as First Vice President (FVP) and General Counsel. The reported restricted stock grant reflects part of his equity-based compensation as a senior executive of the company.

Does this PBHC Form 4 indicate any stock sales by Joseph Polniak?

No stock sales are shown in this Form 4. The transaction summary lists one acquisition via stock grant and no dispositions or sales. The net buy-sell direction is reported as neutral, with zero shares categorized as sold in the data provided.