Director at Pathfinder Bancorp (PBHC) exercises 8,787 options, increasing stake

Rhea-AI Filing Summary

Pathfinder Bancorp, Inc. director David A. Ayoub exercised stock options to acquire 8,787 shares of common stock at $11.35 per share. Following the exercise, he holds 20,798 common shares directly, plus 1,647 shares through an IRA and 19,188 shares through a 401(k), with no reported share sales.

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^*

Ayoub David A.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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	03/12/2026		M		8,787	A	$11.35	20,798	D
Common Stock								1,647	I	By IRA
Common Stock								19,188	I	By 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
Stock Options	$11.35	03/12/2026		M			8,787	05/06/2017	05/06/2026	Common Stock	8,787	$0	0	D

Explanation of Responses:

	/s/ James A. Dowd as POA for David A. Ayoub	03/13/2026
	** 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 Pathfinder Bancorp (PBHC) report in this Form 4?

Pathfinder Bancorp reported that director David A. Ayoub exercised stock options, converting them into 8,787 shares of common stock. The transaction used an exercise price of $11.35 per share and did not include any sales of shares in the open market.

How many PBHC shares did director David A. Ayoub acquire in this filing?

David A. Ayoub acquired 8,787 shares of Pathfinder Bancorp common stock through an option exercise. These shares came from converting previously granted stock options into common shares, increasing his direct ownership position reported in this Form 4 submission.

At what price were the Pathfinder Bancorp (PBHC) stock options exercised?

The stock options were exercised at a price of $11.35 per share. This exercise converted 8,787 option shares into the same number of Pathfinder Bancorp common shares, as disclosed in the Form 4’s derivative and non-derivative transaction entries.

How many Pathfinder Bancorp (PBHC) shares does Ayoub own after the transaction?

After the transaction, Ayoub holds 20,798 shares of Pathfinder Bancorp common stock directly. He also has indirect holdings of 1,647 shares through an IRA and 19,188 shares through a 401(k), according to the reported ownership details.

Were any Pathfinder Bancorp (PBHC) shares sold in this Form 4 transaction?

No shares were sold in this Form 4. The filing shows an option exercise classified as an acquisition, with zero sell transactions reported and no transaction codes indicating sales or dispositions of Pathfinder Bancorp common stock.

What happened to David A. Ayoub’s stock options in this PBHC filing?

Ayoub exercised 8,787 stock options with a strike price of $11.35, converting them into 8,787 shares of Pathfinder Bancorp common stock. After this exercise, the option position reported for these specific options is shown as fully used, with no remaining balance.