Form 4: Tompkins Financial EVP DeMilia Receives Restricted Stock Grant

Tompkins Financial Corp EVP David M. DeMilia received a grant of 990 restricted common shares valued at $67.79 per share, vesting over five years.

Summary

• David M. DeMilia, Executive Vice President and President of TCB Hudson Valley for Tompkins Financial Corp (TMP), acquired 990 shares of common stock.
• The transaction occurred on November 12, 2025, with the shares priced at $67.79 each.
• This acquisition was a restricted stock grant issued under the Tompkins Financial Corporation 2019 Equity Incentive Plan.
• The restricted stock grant has a five-year vesting schedule: 0% vesting in year one and 25% vesting in years two through five.
• The grant is set to expire ten years from the date of the grant.
• Following this transaction, Mr. DeMilia beneficially owns 6,637.737 shares directly, 160.548 shares indirectly through a 401(k), and 2,080.4686 shares indirectly through an ESOP.

Sentiment

Score: 6

Explanation: The filing reports a routine executive compensation event (restricted stock grant), which is generally a positive for executive alignment and retention, but not a significant market-moving event on its own.

Positives

• The restricted stock grant aligns the executive's long-term interests with those of the shareholders, incentivizing sustained performance.
• It serves as a retention mechanism for key management personnel, ensuring continuity in leadership.

Future Outlook

The restricted stock grant includes a five-year vesting schedule, with 25% vesting annually from year two to year five, indicating a long-term incentive structure for the executive. The grant itself will expire ten years from its issuance date.

Industry Context

Restricted stock grants are a common form of executive compensation in the financial services industry, designed to align management incentives with long-term shareholder value creation and to retain key talent.

Comparison to Industry Standards

• Restricted stock units (RSUs) and similar equity grants with multi-year vesting schedules are standard practice for executive compensation across the financial sector, including regional banks like Tompkins Financial Corp.
• The five-year vesting schedule is typical for promoting long-term executive retention and performance alignment, comparable to practices at other publicly traded financial institutions.

Corporate Governance

Related Party Transactions

• The transaction involves an executive officer of Tompkins Financial Corp acquiring company stock, which is a standard insider transaction for compensation purposes.

Stakeholder Impact

• Shareholders: The grant aligns the interests of a key executive with long-term shareholder value, as the executive's compensation is tied to the company's stock performance.
• Employees: The use of an equity incentive plan can signal a commitment to performance-based compensation, potentially influencing broader employee incentive structures.

Next Steps

• The restricted shares will vest over the next five years, with 25% vesting annually from year two to year five, subject to continued employment.

Key Dates

Keywords

Tompkins Financial Corp, TMP, Restricted Stock Grant, Insider Transaction, Executive Compensation, Equity Incentive Plan, Form 4, David M. DeMilia