Pathfinder Bancorp (PBHC) SVP O'Brien exercises 5,000 options at $10.81

Rhea-AI Filing Summary

Pathfinder Bancorp Senior Vice President William D. O'Brien reported exercising stock options for 5,000 shares of Pathfinder Bancorp common stock on February 4, 2026 at an exercise price of $10.81 per share. Following the transaction, he directly owns 19,865 common shares, with additional indirect holdings of 9,234 shares through an ESOP and 3,255 shares through a 401(k) plan. He also continues to hold stock options covering 3,647, 7,908, and 1,500 underlying shares with stated exercise prices and expiration 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

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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^*

O'Brien William D

(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)
02/04/2026

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	02/04/2026		M		5,000	A	$10.81	19,865	D
Common Stock								9,234	I	By ESOP
Common Stock								3,255	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	$10.81	02/04/2026		M			5,000	04/01/2017	04/01/2026	Common Stock	5,000	$0	3,647	D
Stock Options	$11.35							05/06/2017	05/06/2026	Common Stock	7,908		7,908	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 William D. O'Brien	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 Senior Vice President William D. O'Brien report?

William D. O'Brien reported exercising stock options for 5,000 Pathfinder Bancorp common shares on February 4, 2026 at an exercise price of $10.81 per share. This was recorded as an option exercise transaction coded “M.”

How many PBHC shares does William D. O'Brien own after this Form 4 transaction?

After the reported transaction, William D. O'Brien directly owns 19,865 Pathfinder Bancorp common shares. He also has indirect ownership of 9,234 shares via an ESOP and 3,255 shares via a 401(k) plan, as disclosed in the filing.

Were any Pathfinder Bancorp shares sold in William D. O'Brien’s Form 4 filing?

The filing shows a transaction coded “M,” indicating an option exercise for 5,000 shares at $10.81 per share. The reported non-derivative entry is marked as shares acquired, with no sale transaction code disclosed in the provided data.

What stock options does William D. O'Brien still hold in PBHC?

After the exercise, O'Brien continues to hold stock options over 3,647, 7,908, and 1,500 underlying Pathfinder Bancorp common shares. These option grants have stated exercise prices and expiration dates in 2026 and 2030, as listed in the derivative securities table.

What is the role of William D. O'Brien at Pathfinder Bancorp (PBHC)?

William D. O'Brien is identified as an officer of Pathfinder Bancorp with the title Senior Vice President. He is not marked as a director or 10% owner in the relationship section of the Form 4 filing provided.

How are O'Brien’s indirect PBHC share holdings structured?

The filing reports 9,234 Pathfinder Bancorp shares held indirectly “By ESOP” and 3,255 shares held “By 401K.” These are categorized as indirect beneficial ownership interests, separate from his directly owned common shares.