TMP director receives stock award as retainer fee

Fessenden Daniel J. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Fessenden Daniel J. reported acquisition or exercise transactions in this Form 4 filing.

TOMPKINS FINANCIAL CORP director Daniel J. Fessenden reported receiving 155 shares of common stock at an indicated value of $80.0904 per share. These shares were elected in lieu of cash retainer fees under the company’s Second Amended and Restated Retainer Plan for Eligible Directors.

After this stock-based fee payment, Fessenden directly holds 1,717.5100 shares of Tompkins Financial common stock. This filing reflects routine director compensation through share grants rather than an open-market purchase or sale.

Insider Trade Summary

Grant/Award: 155 shares

Grant/Award 1 txn

Insider Fessenden Daniel J.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	155	$80.0904	$12K

Holdings After Transaction: Common Stock — 1,717.51 shares (Direct)

Footnotes (1)

1. F1. Represents shares of common stock elected to be received by the reporting person in lieu of cash retainer fees pursuant to the Second Amended and Restated Retainer Plan for Eligible Directors of Tompkins Financial Corporation and its Wholly-Owned Subsidiaries.

Key Figures

Shares granted: 155 shares Indicated share value: $80.0904 per share Shares owned after transaction: 1,717.5100 shares

3 metrics

Shares granted 155 shares Common Stock grant/award acquisition

Indicated share value $80.0904 per share Value for 155-share director award

Shares owned after transaction 1,717.5100 shares Director’s direct Common Stock holdings post-grant

Key Terms

Common Stock, grant/award acquisition, cash retainer fees, Retainer Plan for Eligible Directors

4 terms

Common Stock financial

"Represents shares of common stock elected to be received by the reporting person"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

grant/award acquisition financial

"transaction_action": "grant/award acquisition""

cash retainer fees financial

"elected to be received by the reporting person in lieu of cash retainer fees"

Retainer Plan for Eligible Directors financial

"pursuant to the Second Amended and Restated Retainer Plan for Eligible Directors"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did TMP director Daniel J. Fessenden report in this Form 4 filing?

Daniel J. Fessenden reported receiving 155 shares of TOMPKINS FINANCIAL CORP common stock. The shares were granted as director compensation, elected instead of cash retainer fees, and are treated as a routine stock-based award rather than an open-market transaction.

Was the TMP Form 4 transaction an open-market stock purchase or sale?

No, the Form 4 shows a grant/award acquisition of shares, not an open-market trade. Fessenden elected to receive common stock in lieu of cash director fees under Tompkins Financial’s retainer plan, so no market buy or sell occurred.

How many TOMPKINS FINANCIAL (TMP) shares did Fessenden receive and at what value?

Fessenden received 155 shares of Tompkins Financial common stock, with an indicated value of $80.0904 per share. These shares represent director retainer compensation paid in stock instead of cash under the company’s eligible directors’ retainer plan.

What is Daniel J. Fessenden’s TMP share ownership after this Form 4 transaction?

Following the grant, Fessenden directly holds 1,717.5100 shares of Tompkins Financial common stock. This total reflects his updated direct ownership position after receiving 155 shares as stock-based compensation in lieu of cash retainer fees for board service.

Why did the TMP director receive shares instead of cash retainer fees?

According to the footnote, the shares represent common stock elected in lieu of cash retainer fees. This occurs under Tompkins Financial’s Second Amended and Restated Retainer Plan for Eligible Directors, which allows directors to take compensation in stock rather than cash.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/06/2026 - 12:49 PM Learn about SEC filing 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

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^*

Fessenden Daniel J.

(Last) (First) (Middle)

C/O TOMPKINS FINANCIAL CORPORATION

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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/06/2026

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	04/06/2026		A		155(1)	A	$80.0904	1,717.51	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. Represents shares of common stock elected to be received by the reporting person in lieu of cash retainer fees pursuant to the Second Amended and Restated Retainer Plan for Eligible Directors of Tompkins Financial Corporation and its Wholly-Owned Subsidiaries.

	/s/Daniel J. Fessenden	04/06/2026
	** 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)