Dowd James A. 4

What Happened James A. Dowd, President and CEO of Pathfinder Bancorp, exercised 2,816 derivative securities (Form 4 transaction code M) on 2026-05-04 to acquire shares at an exercise price of $11.35 per share, for a total cash cost of $31,962. The filing also shows the same 2,816 shares listed as disposed at $0.00 in a concurrent entry, indicating those shares were surrendered as part of the exercise/settlement.

Key Details

• Transaction date: 2026-05-04; Form 4 filed: 2026-05-06 (filed within the typical two-business-day window).
• Acquired: 2,816 shares at $11.35 each (total $31,962).
• Disposed: 2,816 shares at $0.00 (derivative-related disposal recorded concurrently).
• Transaction code: M = exercise or conversion of derivative security (e.g., option exercise).
• Shares owned following the transactions: not specified in the information provided.
• Filing does not explicitly state whether the disposed shares covered exercise cost, broker-assisted sell-to-cover, or tax withholding.

Context This was an exercise of derivative securities rather than an open-market buy or sale. The simultaneous acquisition and $0.00 disposal of the same share count is commonly how option exercises are net-settled or shares are surrendered to cover costs/taxes; the Form 4 here records both the acquisition and the concurrent surrender but does not detail the settlement mechanics. As always, exercises indicate the insider converted options into shares but do not by themselves reveal a buy-or-sell market opinion.