STOCK TITAN

Community Financial (NYSE: CBU) director settles phantom stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Parente John reported acquisition or exercise transactions in this Form 4 filing.

COMMUNITY FINANCIAL SYSTEM, INC. director John Parente reported routine equity compensation activity involving phantom stock units tied to common stock. On April 29, 2026, 9 phantom stock units were settled into 9 shares of common stock, with a fractional .4418 unit settled in cash at $63.17 per share, as described in the footnotes.

Following this settlement, Parente directly held 72,654.3212 shares of common stock. The filing also lists 10,000 common shares in each of three separate trusts for his children, but the footnotes state he has no investment discretion, voting power, or pecuniary interest in those trust shares and disclaims beneficial ownership.

Positive

  • None.

Negative

  • None.
Insider Parente John
Role null
Type Security Shares Price Value
Exercise Phantom Stock (Deferred Stock Units) 9 $0.00 --
Exercise Common Stock 9 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Phantom Stock (Deferred Stock Units) — 1,220 shares (Direct, null); Common Stock — 72,654.321 shares (Direct, null); Common Stock — 10,000 shares (Indirect, By son, John K. Parente Trust U/A 6/15/96)
Footnotes (1)
  1. On April 29, 2026, the reporting person's phantom stock units were settled for 9 shares of Community Financial System, Inc. common stock, and .4418 shares were settled in cash at the price of $63.17 per share. The trust was established for the benefit of the reporting person's child and the reporting person does not have investment discretion nor a pecuniary interest in the shares held by the trust. The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. The trust was established for the benefit of the reporting person's child and the reporting person does not have any investment discretion, voting power or pecuniary interest in the shares held by the trust. The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. The trust was established for the benefit of the reporting person's child and the reporting person does not have any investment discretion, voting power or pecuniary interest in the shares held by the trust. The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. The reporting person has received deferred stock units under the Community Financial System, Inc. 2022 Long-Term Incentive Plan, as amended (the "LTIP"). Each phantom stock unit which represents a deferred stock unit is the economic equivalent of one share of Community Financial System, Inc. common stock and will be settled in common stock at a predetermined date. Includes 9.4418 units of phantom stock acquired on April 10, 2026 under the LTIP's dividend reinvestment feature.
Phantom units converted 9 shares Phantom stock units settled into common stock on April 29, 2026
Fractional unit cash settlement 0.4418 units at $63.17/share Portion of phantom stock settled in cash instead of shares
Direct common shares after transaction 72,654.3212 shares Common stock directly held by John Parente after settlement
Trust holdings per child trust 10,000 shares Common shares held in each of three child trusts; beneficial ownership disclaimed
Phantom stock units outstanding 1,220.0000 units Deferred stock units remaining after the reported conversion
Phantom Stock (Deferred Stock Units) financial
"The reporting person has received deferred stock units under the Community Financial System, Inc. 2022 Long-Term Incentive Plan, as amended (the "LTIP"). Each phantom stock unit which represents a deferred stock unit is the economic equivalent of one share..."
Long-Term Incentive Plan financial
"The reporting person has received deferred stock units under the Community Financial System, Inc. 2022 Long-Term Incentive Plan, as amended (the "LTIP")."
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
dividend reinvestment feature financial
"Includes 9.4418 units of phantom stock acquired on April 10, 2026 under the LTIP's dividend reinvestment feature."
pecuniary interest financial
"the reporting person does not have any investment discretion, voting power or pecuniary interest in the shares held by the trust."
beneficial ownership financial
"The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner..."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Parente John

(Last)(First)(Middle)
C/O COMMUNITY FINANCIAL SYSTEM, INC.
333 BUTTERNUT DRIVE

(Street)
SYRACUSE NEW YORK 13214

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
COMMUNITY FINANCIAL SYSTEM, INC. [ CBU ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/29/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock04/29/2026M9A(1)72,654.3212D
Common Stock10,000I(2)By son, John K. Parente Trust U/A 6/15/96
Common Stock10,000I(3)By son, Louis C. Parente Trust U/A 3/29/01
Common Stock10,000I(4)By son, Samuel M. Parente Trust U/A 6/16/98
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock (Deferred Stock Units)(5)04/29/2026M9 (5) (5)Common Stock9(1)1,220(6)D
Explanation of Responses:
1. On April 29, 2026, the reporting person's phantom stock units were settled for 9 shares of Community Financial System, Inc. common stock, and .4418 shares were settled in cash at the price of $63.17 per share.
2. The trust was established for the benefit of the reporting person's child and the reporting person does not have investment discretion nor a pecuniary interest in the shares held by the trust. The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
3. The trust was established for the benefit of the reporting person's child and the reporting person does not have any investment discretion, voting power or pecuniary interest in the shares held by the trust. The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
4. The trust was established for the benefit of the reporting person's child and the reporting person does not have any investment discretion, voting power or pecuniary interest in the shares held by the trust. The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
5. The reporting person has received deferred stock units under the Community Financial System, Inc. 2022 Long-Term Incentive Plan, as amended (the "LTIP"). Each phantom stock unit which represents a deferred stock unit is the economic equivalent of one share of Community Financial System, Inc. common stock and will be settled in common stock at a predetermined date.
6. Includes 9.4418 units of phantom stock acquired on April 10, 2026 under the LTIP's dividend reinvestment feature.
/s/ Danielle M. Cima, pursuant to a Confirming Statement executed by John Parente05/01/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Community Financial System (CBU) director John Parente report in this Form 4?

He reported a routine settlement of phantom stock units into common shares. On April 29, 2026, 9 phantom stock units converted into 9 Community Financial common shares, with a small fractional unit paid in cash at $63.17 per share under the company’s long-term plan.

How many Community Financial (CBU) shares does John Parente hold directly after this transaction?

After the settlement, he directly held 72,654.3212 common shares. This reflects the addition of 9 shares from converting phantom stock units, as disclosed in the filing, and represents his personal direct ownership separate from any trust-related holdings.

What are the phantom stock units mentioned in the Community Financial (CBU) Form 4?

They are deferred stock units granted under the 2022 Long-Term Incentive Plan. Each phantom stock unit is the economic equivalent of one Community Financial common share and is settled in common stock at a predetermined date, with dividends reinvested into additional units over time.

How were dividends handled on John Parente’s Community Financial (CBU) phantom stock units?

Dividends were automatically reinvested into additional phantom stock units. The footnotes state that his holdings included 9.4418 phantom stock units acquired on April 10, 2026 through the plan’s dividend reinvestment feature, increasing the number of units eligible for later settlement.

What do the trusts listed in John Parente’s Community Financial (CBU) Form 4 represent?

The filing lists three child trusts, each holding 10,000 common shares. Footnotes explain these trusts were established for his children’s benefit and that he has no investment discretion, voting power, or pecuniary interest, so he disclaims beneficial ownership of those shares.

Did John Parente buy or sell Community Financial (CBU) shares on the open market?

No open-market purchases or sales are reported. The filing shows a conversion of 9 phantom stock units into common shares at a $0.00 exercise price, plus a small cash settlement for a fractional unit, reflecting compensation-related activity rather than market trading.