Karaivanov Dimitar 4

What Happened

• Dimitar Karaivanov, President & CEO and a director of Community Financial System, Inc. (CBU), had a 2023 three‑year performance-based restricted stock award vest on 2026-03-04. He received 5,224.206 shares (no cash cost). To satisfy the related tax liability, 2,825.206 of those shares were withheld at an effective price of $59.87 per share, generating roughly $169,145 in tax withholding. Net new shares retained from the vesting = 5,224.206 − 2,825.206 = 2,399.000 shares.

Key Details

• Transaction dates: 2026-03-04 (vesting and tax withholding); Form 4 filed 2026-03-06.
• Transaction types/codes: A = Award/Grant (5,224.206 shares @ $0.00); F = Tax withholding (2,825.206 shares disposed @ $59.87, $169,145).
• Source of award: Three‑year performance-based restricted stock award granted in 2023; consisted of 4,698 shares from the award plus 526.2062 shares from dividend reinvestment under the 2022 Long-Term Incentive Plan (footnote).
• Reason for F transaction: Shares surrendered to pay tax liability on vesting (footnote).
• Shares owned after the transactions: Not disclosed in the provided filing excerpts.
• Filing timeliness: Transaction date 3/4/2026, Form 4 filed 3/6/2026 — appears timely (no late filing flag).

Context

• This was a vesting of performance shares (not an open‑market purchase or option exercise). The F code simply reflects shares withheld/retained to cover taxes, a common administrative step following equity vesting and not necessarily a signal of market sentiment.