Tompkins Financial awards Catarisano deferred stock

The phantom-stock awards are deferred director compensation held in a rabbi trust until plan-specified distribution events.

Rhea-AI Filing Summary

Tompkins Financial Corp. reported four phantom-stock awards for director Nancy E. Catarisano: 122 and 92 phantom-stock shares dated July 1, 2026, with reported per-share values of $96.8400, and 209 and 90 shares dated October 2, 2026, with reported per-share values of $98.9348. The awards represent deferred director compensation; each phantom share is economically equivalent to one common share. The shares are held in a rabbi trust pending distribution upon plan-specified events, and Catarisano has no voting or investment power over them before distribution. The two July awards were inadvertently reported late due to an administrative error.

Insider Trade Summary

Grant/Award: 513.194 shares

Grant/Award 4 txns

Insider Catarisano Nancy E.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock F1	209.229	$98.9348	$21K
Grant/Award	Phantom Stock F1	90.211	$98.9348	$9K
Grant/Award	Phantom Stock F1, F2	121.592	$96.84	$12K
Grant/Award	Phantom Stock F1, F3	92.162	$96.84	$9K

Holdings After Transaction: Phantom Stock — 14,928.953 contracts (Direct)

Footnotes (3)

1. F1. Each share of phantom stock is the economic equivalent of one share of common stock. Phantom stock represents deferred stock compensation under the Amended and Restated Retainer Plan for Eligible Directors of Tompkins Financial Corporation and its Wholly-Owned Subsidiaries. These shares are held in a rabbi trust pending distribution upon the occurrence of certain events specified in the Plan. The reporting person has no voting or investment power over the shares prior to such distribution.
2. F2. This transaction was inadvertently reported late due to an administrative error.
3. F3. This transaction was inadvertently reported late due to an administrative error.

Key Figures

Phantom-stock award: 122 shares Phantom-stock award: 92 shares Reported per-share value: $96.8400 per share +3 more

6 metrics

Phantom-stock award 122 shares Dated July 1, 2026

Phantom-stock award 92 shares Dated July 1, 2026

Reported per-share value $96.8400 per share Phantom-stock awards dated July 1, 2026

Phantom-stock award 209 shares Dated October 2, 2026

Phantom-stock award 90 shares Dated October 2, 2026

Reported per-share value $98.9348 per share Phantom-stock awards dated October 2, 2026

Key Terms

Phantom Stock, rabbi trust, deferred stock compensation

3 terms

Phantom Stock financial

"Each share of phantom stock is the economic equivalent of one share of common stock"

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

rabbi trust financial

"held in a rabbi trust pending distribution"

A rabbi trust is a special account a company sets up to hold promised future pay for executives, like bonus or retirement money, so those employees can see there are funds earmarked for them. It matters to investors because it signals the company’s commitment to keep key people, but the money is still part of the company’s assets and can be claimed by creditors if the company goes bankrupt—think of it as a labeled jar that isn’t completely off-limits.

deferred stock compensation financial

"represents deferred stock compensation under the Amended and Restated Retainer Plan"

FAQ

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

What phantom-stock awards were reported for TMP director Nancy E. Catarisano?

The Form 4 reports July 1, 2026 awards of 122 and 92 phantom-stock shares with a reported per-share value of $96.8400, and October 2, 2026 awards of 209 and 90 shares with a reported per-share value of $98.9348. Each phantom share is the economic equivalent of one common share.

Why were TMP's July 2026 phantom-stock awards reported late?

The two awards dated July 1, 2026 were inadvertently reported late due to an administrative error.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 10/05/2026 - 03:50 PM Accepted by SEC EDGAR 10/05/2026 - 03:49 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^*

Catarisano Nancy E.

(Last) (First) (Middle)

PO 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)
07/01/2026

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

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
Phantom Stock	(1)	07/01/2026(2)		A		121.592(1)		(1)	(1)	Common Stock	121.592	$96.84	7,197.436	D
Phantom Stock	(1)	07/01/2026(3)		A		92.162(1)		(1)	(1)	Common Stock	92.162	$96.84	7,289.598	D
Phantom Stock	(1)	10/02/2026		A		209.229(1)		(1)	(1)	Common Stock	209.229	$98.9348	7,549.144	D
Phantom Stock	(1)	10/02/2026		A		90.211(1)		(1)	(1)	Common Stock	90.211	$98.9348	7,639.355	D

Explanation of Responses:

1. Each share of phantom stock is the economic equivalent of one share of common stock. Phantom stock represents deferred stock compensation under the Amended and Restated Retainer Plan for Eligible Directors of Tompkins Financial Corporation and its Wholly-Owned Subsidiaries. These shares are held in a rabbi trust pending distribution upon the occurrence of certain events specified in the Plan. The reporting person has no voting or investment power over the shares prior to such distribution.

2. This transaction was inadvertently reported late due to an administrative error.

3. This transaction was inadvertently reported late due to an administrative error.

	/s/ Nancy E. Catarisano	10/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)