Form 4: Tompkins Financial SVP Granted Restricted Stock

Tompkins Financial Corp's SVP, PAO David Kershaw received a grant of 550 shares of common stock as restricted stock, valued at $67.79 per share.

Summary

• David Kershaw, SVP, PAO, and Director of Tompkins Financial Corp (TMP), acquired 550 shares of common stock.
• The transaction occurred on November 12, 2025, at a price of $67.79 per share.
• The shares were granted as restricted stock under the Tompkins Financial Corporation 2019 Equity Incentive Plan.
• The restricted stock has a five-year vesting schedule: 0% in year one and 25% in years two through five.
• The grant will expire ten years from the date of the grant.
• Following this transaction, Kershaw directly owns 4,743.251 shares, indirectly owns 1,322.5023 shares via a 401(k), and 2,692.8968 shares via an ESOP.

Sentiment

Score: 7

Explanation: The grant of restricted stock to a key executive is generally a positive signal, indicating alignment of interests and a commitment to long-term performance, though it's a routine compensation event rather than a significant market-moving announcement.

Positives

• The grant of restricted stock aligns the interests of SVP, PAO David Kershaw with those of shareholders, incentivizing long-term performance.
• The acquisition increases Kershaw's beneficial ownership in Tompkins Financial Corp, demonstrating confidence in the company.

Negatives

• No negative aspects are directly indicated by this insider transaction report.

Risks

• The filing does not explicitly detail specific risks related to the company's operations or financial health.

Future Outlook

The restricted stock grant has a five-year vesting schedule, with 25% vesting annually from year two to year five, and an expiration date ten years from the grant date, indicating a long-term incentive structure for the executive.

Management Comments

• Restricted stock was granted pursuant to the Tompkins Financial Corporation 2019 Equity Incentive Plan.

Industry Context

Insider acquisitions of restricted stock are a standard component of executive compensation packages in the financial services industry, designed to align management's long-term interests with those of shareholders. This type of grant is common among publicly traded banks and financial institutions to incentivize retention and performance.

Comparison to Industry Standards

• Restricted stock grants with multi-year vesting schedules are a common practice in executive compensation across the financial industry, similar to plans at regional banks like M&T Bank or KeyCorp, which use equity incentives to retain talent and link pay to performance.
• The five-year vesting schedule (0% year 1, 25% years 2-5) is a typical structure for long-term incentive plans, comparable to those seen in other mid-cap financial institutions, promoting sustained executive commitment.

Stakeholder Impact

• Shareholders: The grant aligns the interests of a key executive with shareholders, potentially leading to better long-term performance and value creation.
• Employees: This grant is part of an equity incentive plan, which can serve as a model for other employee incentive programs, potentially boosting morale and retention.

Next Steps

• The restricted stock will vest over a five-year period, with 25% vesting annually from year two through year five.
• The grant will expire ten years from the date of the grant.

Key Dates

Keywords

Tompkins Financial, TMP, Insider Transaction, Form 4, Restricted Stock, Executive Compensation, Equity Incentive Plan, Stock Grant, David Kershaw