Form 4: Tompkins Financial SVP Acquires Restricted Stock

Tompkins Financial's SVP, Director of HR, Stacie M. Mastin, acquired 685 shares of common stock through a restricted stock grant.

Summary

• Stacie M. Mastin, SVP and Director of HR at Tompkins Financial Corp (TMP), acquired 685 shares of common stock.
• The transaction occurred on November 12, 2025, at a price of $67.79 per share.
• The acquisition was a restricted stock grant made pursuant to the Tompkins Financial Corporation 2019 Equity Incentive Plan.
• The restricted stock has a five-year vesting schedule: 0% vesting in year one and 25% vesting in years two through five.
• The grant will expire ten years from the date of the grant.
• Following the transaction, Ms. Mastin directly beneficially owns 2,190.694 shares of common stock.
• Additionally, Ms. Mastin indirectly beneficially owns 1,014.4635 shares through an ESOP.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive. An insider acquiring shares, even through a grant, generally signals confidence and aligns management's interests with shareholders. It's a routine compensation event, not an open market purchase, hence not a strong positive, but still favorable.

Positives

• The acquisition of restricted stock by a senior officer aligns management's interests with those of shareholders.
• The grant is part of an established equity incentive plan, indicating a structured approach to executive compensation.

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 for the executive. The grant is set to expire ten years from the grant date.

Industry Context

The granting of restricted stock to senior executives is a common practice in the financial services industry, serving as a key component of long-term incentive compensation to retain talent and align executive interests with shareholder value creation.

Comparison to Industry Standards

• Equity incentive plans, such as the Tompkins Financial Corporation 2019 Equity Incentive Plan, are standard compensation tools across publicly traded companies, including regional banks and financial institutions.
• The five-year vesting schedule with a cliff or graded vesting (0% in year 1, then 25% annually) is a typical structure designed to promote long-term employee retention and performance, comparable to practices at peers like Community Bank System (CBU) or Chemung Financial Corp (CHMG).

Corporate Governance

Stakeholder Impact

• Shareholders: Increased alignment of executive interests with shareholder value through equity ownership.
• Employees (specifically Stacie M. Mastin): Provides a long-term incentive and compensation component, fostering retention.

Next Steps

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

Key Dates

Keywords

Tompkins Financial Corp, TMP, Stacie M. Mastin, Restricted Stock, Insider Acquisition, Equity Incentive Plan, Form 4, Executive Compensation, Common Stock