Fontaine Alyssa H 4

What Happened
Alyssa H. Fontaine, EVP, General Counsel & Chief Risk Officer of Tompkins Financial Corp. (TMP), received a grant of 730 performance-based stock units (PSUs) on 2026-05-18 (award reported as acquired at $0.00). To cover tax withholding related to the award, 359 shares were withheld/disposed at $84.18 per share, totaling approximately $30,221. The filing was submitted on 2026-05-20.

Key Details

• Transaction date: 2026-05-18 (filed 2026-05-20; filing appears timely).
• Grant: 730 PSUs, acquisition price reported as $0.00 (transaction code A).
• Tax withholding: 359 shares withheld/disposed at $84.18 each for $30,221 (transaction code F).
• Shares owned after the transactions: not disclosed in the Form 4 filing.
• Footnotes: PSUs convert to shares only upon vesting and are contingent on achievement of pre-established performance metrics over a three-year performance period (see footnote F1). Shares were withheld to satisfy tax obligations (footnote F2).

Context
PSUs are a form of long-term, performance-contingent compensation; they do not represent immediate free shares until performance goals are met and the units vest. The share disposition here was a routine tax-withholding action, not an open-market sale, and should be viewed as administrative rather than a directional trade signal.