Catarisano Nancy E. 4

What Happened

• Nancy E. Catarisano, a director of Tompkins Financial Corporation (TMP), was granted two phantom stock awards on 2026-04-02. The grants totaled 481.331 phantom shares: 111.437 shares at $80.09 each (value $8,925) and 369.894 shares at $80.09 each (value $29,625), for a combined reported value of $38,550.
• This was an award/grant (Form 4 transaction code A), not an open-market purchase or sale.

Key Details

• Transaction date: 2026-04-02. Grant price/unit reported: $80.09.
• Shares granted: 111.437 and 369.894 (total 481.331 phantom shares). Total reported value: $38,550.
• Transaction type: Award/derivative (phantom stock), not a direct purchase or sale.
• Shares owned after transaction: Not disclosed in the provided filing details.
• Filing timeliness: Report lists the Period of Report as 2026-04-02 and was filed 2026-04-02 (appears timely).
• Footnote: These are phantom stock units—each unit mirrors one common share economically, is held in a rabbi trust under the Amended and Restated Retainer Plan for Eligible Directors, and the reporting person has no voting or investment power over the units prior to distribution.

Context

• Phantom stock is deferred compensation that provides economic exposure to the company’s stock value but does not convey voting rights or immediate ownership until distribution; it’s typically a routine form of director compensation rather than a direct market signal.
• Because this is an award (not a purchase), it should be interpreted as compensation-related rather than a direct insider bet on the stock.