Tompkins Financial (TMP) EVP exercises 802 SARs, with 712 shares withheld for taxes

Rhea-AI Filing Summary

TOMPKINS FINANCIAL CORP executive John M. McKenna, EVP and President of Tompkins Community Bank, reported an exercise of 802 Stock Appreciation Rights (SARs) into 802 shares of Common Stock on 2026-08-07 at an exercise price of $76.90 per share. In a related transaction, 712 Common shares were withheld for option cost and taxes at $98.73 per share. Following these transactions, McKenna reported indirect holdings of 2,433.2255 Common shares through a 401(K) ESOP and 135.0365 Common shares through a 401(K) ISOP.

Insider Trade Summary

Net Buyer: 90 shares

Net Buy 5 txns

Insider McKenna John M

Role EVP, Pres. Tompkins Comm. Bank

Type	Security	Shares	Price	Value
Exercise	Stock Appreciation Rights (SAR) F2	802	$0.00	$0.00
Exercise	Common Stock	802	$76.90	$62K
Tax Withholding	Common Stock F1	712	$98.73	$70K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Stock Appreciation Rights (SAR) — 0 shares (Direct); Common Stock — 16,572.915 shares (Direct); Common Stock — 2,433.2255 shares (Indirect, by 401(K) ESOP); Common Stock — 135.0365 shares (Indirect, by 401(K) ISOP)

Footnotes (2)

1. F1. Shares withheld for Option cost and taxes
2. F2. Stock Appreciation Rights (SARs) were granted pursuant to the Tompkins Financial Corporation 2009 Equity Plan. SARs have a five-year vesting schedule, with 0% vesting in year one and 25% vesting in years two through five. When exercised, the SARs will be settled in Common Stock of the Company. The grant will expire ten years from the date of the grant.

Key Figures

SARs Exercised: 802 shares SAR Exercise Price: $76.90 per share Shares Withheld for Option Cost and Taxes: 712 shares +4 more

7 metrics

SARs Exercised 802 shares Stock Appreciation Rights exercised into Common Stock on 2026-08-07

SAR Exercise Price $76.90 per share Conversion or exercise price of Stock Appreciation Rights

Shares Withheld for Option Cost and Taxes 712 shares Code F transaction, shares withheld for option cost and taxes

Withholding Transaction Price $98.73 per share Per-share value used for shares withheld for option cost and taxes

Indirect Holdings via 401(K) ESOP 2,433.2255 shares Common Stock held indirectly by 401(K) ESOP after transactions

Indirect Holdings via 401(K) ISOP 135.0365 shares Common Stock held indirectly by 401(K) ISOP after transactions

SAR Expiration Date 2026-11-09 Expiration of Stock Appreciation Rights grant if unexercised

Key Terms

Stock Appreciation Rights (SAR), 2009 Equity Plan, 401(K) ESOP, 401(K) ISOP

4 terms

Stock Appreciation Rights (SAR) financial

"Stock Appreciation Rights (SARs) were granted pursuant to the Tompkins Financial Corporation 2009 Equity Plan."

2009 Equity Plan financial

"Stock Appreciation Rights (SARs) were granted pursuant to the Tompkins Financial Corporation 2009 Equity Plan."

401(K) ESOP financial

"Common Stock held indirectly by 401(K) ESOP after transactions"

401(K) ISOP financial

"Common Stock held indirectly by 401(K) ISOP after transactions"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/10/2026 - 02:25 PM Accepted by SEC EDGAR 08/10/2026 - 02:24 PM Learn about SEC filing dates

FAQ

What did TMP executive John M. McKenna report in this Form 4?

John M. McKenna reported exercising 802 Stock Appreciation Rights into 802 shares of Tompkins Financial (TMP) Common Stock, with a related share withholding to cover option cost and taxes.

How many Stock Appreciation Rights did TMP’s McKenna exercise and at what price?

McKenna exercised 802 Stock Appreciation Rights (SARs) at an exercise price of $76.90 per share. These SARs were granted under the Tompkins Financial Corporation 2009 Equity Plan and are settled in Common Stock when exercised.

How many TMP shares were withheld for option cost and taxes in this filing?

A total of 712 Common shares of Tompkins Financial (TMP) were withheld for option cost and taxes in a code F transaction, valued at $98.73 per share according to the Form 4 disclosure.

What are John M. McKenna’s indirect TMP share holdings after these transactions?

After the reported transactions, McKenna held 2,433.2255 TMP Common shares indirectly through a 401(K) ESOP and 135.0365 TMP Common shares indirectly through a 401(K) ISOP, as stated in the Form 4.

What plan governs the SARs exercised by TMP’s McKenna?

The Stock Appreciation Rights exercised by McKenna were granted under the Tompkins Financial Corporation 2009 Equity Plan, which provides SARs that vest over five years and are settled in Common Stock upon exercise.

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^*

McKenna John M

(Last) (First) (Middle)

P.O. BOX 460

(Street)

ITHACA NEW YORK 14851

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TOMPKINS FINANCIAL CORP [ TMP ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Pres. Tompkins Comm. Bank

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2026

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	08/07/2026		M		802	A	$76.9	17,284.915	D
Common Stock	08/07/2026		F		712(1)	D	$98.73	16,572.915	D
Common Stock								2,433.2255	I	by 401(K) ESOP
Common Stock								135.0365	I	by 401(K) ISOP

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 Appreciation Rights (SAR)	$76.9	08/07/2026		M			802	(2)	11/09/2026	Common Stock	802	$0	0	D

Explanation of Responses:

1. Shares withheld for Option cost and taxes

2. Stock Appreciation Rights (SARs) were granted pursuant to the Tompkins Financial Corporation 2009 Equity Plan. SARs have a five-year vesting schedule, with 0% vesting in year one and 25% vesting in years two through five. When exercised, the SARs will be settled in Common Stock of the Company. The grant will expire ten years from the date of the grant.

	/s/ John M. McKenna	08/10/2026
	** 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)