Abdo Michael N 4

What Happened

• Michael N. Abdo, EVP and General Counsel of Community Financial System, Inc. (CBU), exercised stock options on 2026-01-30 to acquire 2,287 shares. The exercise involved an exercise price/cost of $86,952 (2,287 shares × $38.02).
• To satisfy tax/withholding obligations, 1,763 of the newly issued shares were withheld/disposed (reported under code F) at a reported value of $62.44 per share, totaling $110,082. The net result was 524 shares retained by Abdo (2,287 acquired − 1,763 withheld).

Key Details

• Transaction date: 2026-01-30; Form filed 2026-02-03 (filed within the Form 4 two-business-day window; not marked late).
• Exercise details: 2,287 shares exercised (code M) at $38.02 per share → $86,952 total exercise cost.
• Tax/withholding: 1,763 shares withheld/disposed (code F) at $62.44 → $110,082 value.
• Net shares retained from this transaction: 524 shares.
• Footnotes from the filing:
  • F1: “The number of shares reported herein were acquired pursuant to Community Financial System, Inc.'s 401(K) Plan and are based on a current plan statement.” (included in filing)
  • F2: “The option vested ratably on March 16, 2017, 2018, 2019, 2020, and 2021.” (vesting history for the option exercised)
• Total shares owned after the transaction are not shown in the provided excerpt of the filing; the filing does show a net increase of 524 shares resulting from this exercise/withholding.

Context

• This was an option exercise (code M). Because a large portion of the exercised shares were withheld to cover tax obligations (code F), the transaction is effectively a partial cashless exercise—Abdo paid the exercise cost and used shares to satisfy taxes, keeping the remaining shares.
• Such withholdings for taxes are routine and do not necessarily indicate a buy/sell signal; purchases (cash outlays to buy shares) can be a stronger bullish indicator than exercises with withholding.