SEC Form 4 · accession 0001127602-16-066844
TOMPKINS FINANCIAL CORP · TMP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen S Romaine
Officer — President & CEO · Director
Period of report
Nov 9, 2016
Accepted (ET)
Nov 14, 2016 · 11:09 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001005817
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Nov 9, 2016 | A | 2,610 | $0.00 | A | 32,090 | D | |
| Common Stock | holding | — | — | — | 7,745 | I | by 401(k)/ISOP | |
| Common Stock | holding | — | — | — | 3,615 | I | by ESOP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation Rights (SAR)F3 | $76.90 | Nov 9, 2016 | A | 1,734 | A | — | Nov 9, 2026 | Common Stock | 1,734 | 1,734 | D |
Explanation of responses
- F1Restricted Stock was granted pursuant to the Tompkins Financial Corporation 2009 Equity Plan. Restricted Stock grants have a five-year vesting schedule with 0% vesting in year one and 25% vesting in years two through five. The grant will expire ten years from the date of the grant.
- F2The total reported in Column 5 reflects 281 shares withheld on 8/19/2013; 281 shares withheld on 8/19/2014; 499 shares withheld on 5/3/2015; 286 shares withheld on 8/19/15; 509 shares withheld on 5/3/2016 and 288 shares withheld on 8/19/16, in each case to satisfy the reporting person's tax withholding obligation related to the vesting of stock on those dates. Although the withholding of those shares was not reported on Forms 4, Forms 4 filed for the reporting person subsequent to such vesting dates reflected the withholding of such shares and therefore accurately reflected the reporting person's holdings in Column 5 on each such date.
- F3Stock Appreciation Rights (SARs) were granted pursuant to the Tompkins Financial Corporation 2009 Equity Plan. SARs have a five-year vesting schedule, with 0% vesting in year one and 25% vesting in years two through five. When exercised, the SARs will be settled in Common Stock of the Company. The grant will expire ten years from the date of the grant.