Chemung Financial (CHMG) controller uses 12 shares to cover tax withholding

Rhea-AI Filing Summary

Chemung Financial Corp Controller John J. Stempin reported a small insider transaction involving company common stock. On February 27, 2026, he disposed of 12 shares of Chemung Financial common stock at $55.52 per share as a tax-withholding disposition to satisfy tax obligations by delivering shares rather than cash.

Following this transaction, Stempin directly owned 475 shares of Chemung Financial common stock. The filing classifies the move as a disposal for tax purposes, not an open-market purchase or sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Stempin John J

Role Controller

Type	Security	Shares	Price	Value
Tax Withholding	COMMON STOCK	12	$55.52	$666.24

Holdings After Transaction: COMMON STOCK — 475 shares (Direct)

Footnotes (1)

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

Stempin John J

(Last) (First) (Middle)

ONE CHEMUNG CANAL PLAZA

PO BOX 1522

(Street)

ELMIRA NY 14902-1522

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CHEMUNG FINANCIAL CORP [ CHMG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Controller

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
COMMON STOCK	02/27/2026		F		12	D	$55.52	475	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

Remarks:

	Kathleen E. Cook, Attorney-in-Fact, pursuant to Power of Attorney dated July 16, 2025	03/02/2026
	** Signature of Reporting Person	Date
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.

FAQ

What insider transaction did Chemung Financial (CHMG) report for John J. Stempin?

Chemung Financial reported that Controller John J. Stempin disposed of 12 shares of common stock. The move was recorded as a tax-withholding disposition, using shares to cover tax obligations rather than an open-market trade, according to the Form 4 filing details.

How many Chemung Financial (CHMG) shares were involved in John J. Stempin’s Form 4?

The Form 4 shows that 12 shares of Chemung Financial common stock were disposed of. These shares were used to satisfy tax liabilities, not as part of an open-market sale, based on the transaction code and description in the filing.

At what price were the Chemung Financial (CHMG) shares valued in Stempin’s tax-withholding transaction?

The 12 Chemung Financial common shares in the tax-withholding disposition were valued at $55.52 per share. This price is used in the Form 4 to calculate the value of shares delivered to cover Stempin’s tax obligations.

How many Chemung Financial (CHMG) shares does John J. Stempin own after this Form 4 transaction?

After the reported tax-withholding disposition, John J. Stempin directly owns 475 shares of Chemung Financial common stock. This post-transaction holding figure is disclosed in the Form 4 as the total shares beneficially owned following the event.

Was John J. Stempin’s Chemung Financial (CHMG) Form 4 a sale on the open market?

The Form 4 describes the event as a tax-withholding disposition, not an open-market sale. Shares were delivered to satisfy tax liability, as indicated by transaction code F and the description referencing payment of tax obligations using securities.