What are the CFO’s current share holdings after the transactions?

Direct holdings are 3,361.003 shares. Indirect holdings include 829.1965 shares by 401(k) and 355.0956 shares by ESOP.

What was the transaction date and price per share?

The transactions occurred on 11/09/2025 at a price of $66.68 per share.

What is the purpose of the reported share dispositions?

They were withheld to satisfy tax obligations upon restricted stock vesting, per the filing’s explanation.

TMP CFO now holds 3,361.003 direct shares after RSU vesting

Q: Who is the reporting person in TMP’s Form 4 and what is their role?

The reporting person is Matthew D. Tomazin , serving as EVP, CFO & Treasurer of Tompkins Financial.

Q: What does transaction code F indicate in this filing?

Code F indicates a deemed disposition of shares to the issuer to pay taxes upon vesting of restricted stock, as stated in the explanation of responses.

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Tompkins Financial (TMP) executive Matthew D. Tomazin (EVP, CFO & Treasurer) filed a Form 4 reporting tax-withholding transactions tied to restricted stock vesting on 11/09/2025. The filing shows multiple code F entries: 29, 41, 43, and 105 shares disposed at $66.68 per share to cover taxes.

Following these transactions, beneficial ownership stands at 3,361.003 shares held directly. Indirect holdings include 829.1965 shares by 401(k) and 355.0956 shares by ESOP.

Insider Trade Summary

Net Seller: 218 shares

Net Sell 6 txns

Insider Tomazin Matthew D

Role EVP, CFO & Treasurer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	29	$66.68	$2K
Exercise Price or Tax Liability	Common Stock	41	$66.68	$3K
Exercise Price or Tax Liability	Common Stock	43	$66.68	$3K
Exercise Price or Tax Liability	Common Stock	105	$66.68	$7K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 3,361.003 shares (Direct); Common Stock — 829.1965 shares (Indirect, by 401(k)); Common Stock — 355.0956 shares (Indirect, By ESOP)

Footnotes (1)

F1. Deemed disposition of shares to the Issuer to pay for taxes upon vesting of restricted stock.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 11/12/2025 - 09:42 AM

FAQ

What insider transaction did TMP disclose on Form 4?

The EVP, CFO & Treasurer reported code F transactions on 11/09/2025, withholding 29, 41, 43, and 105 shares at $66.68 each to cover taxes on vested restricted stock.

Who is the reporting person in TMP’s Form 4 and what is their role?

The reporting person is Matthew D. Tomazin, serving as EVP, CFO & Treasurer of Tompkins Financial.

What does transaction code F indicate in this filing?

Code F indicates a deemed disposition of shares to the issuer to pay taxes upon vesting of restricted stock, as stated in the explanation of responses.

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^*

Tomazin Matthew D

(Last)

(First)

(Middle)

PO BOX 460

(Street)

ITHACA

14851

(City)

(State)

(Zip)

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, CFO & Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
11/09/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/09/2025		F		29⁽¹⁾	D	$66.68	3,550.003	D
Common Stock	11/09/2025		F		41⁽¹⁾	D	$66.68	3,509.003	D
Common Stock	11/09/2025		F		43⁽¹⁾	D	$66.68	3,466.003	D
Common Stock	11/09/2025		F		105⁽¹⁾	D	$66.68	3,361.003	D
Common Stock								829.1965	I	by 401(k)
Common Stock								355.0956	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Deemed disposition of shares to the Issuer to pay for taxes upon vesting of restricted stock.

	/s/ Matthew D. Tomazin	11/10/2025
	** 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.

Source: View Original Filing on SEC EDGAR