Tompkins Financial Corp. Announces 2024 Annual Meeting of Shareholders

TL;DR

<b>Tompkins Financial Corporation will hold its 2024 Annual Meeting on May 14, 2024, to elect directors, vote on executive compensation, and ratify auditor appointments.</b>

AI Summary

TOMPKINS FINANCIAL CORP (TMP) filed a Proxy Statement (DEF 14A) with the SEC on April 2, 2024. The 2024 Annual Meeting of Shareholders for Tompkins Financial Corporation will be held on May 14, 2024. Shareholders will vote on the election of twelve directors for a one-year term. An advisory vote to approve executive compensation is scheduled. The appointment of KPMG LLP as the independent auditor for fiscal year 2024 will be ratified. In-person attendance requires registration five business days prior to the meeting.

Why It Matters

For investors and stakeholders tracking TOMPKINS FINANCIAL CORP, this filing contains several important signals. The meeting agenda includes key corporate governance decisions, such as director elections and executive compensation approval, which directly impact shareholder oversight. Shareholders must pre-register to attend in person, highlighting the structured nature of the meeting and the need for advance planning.

Risk Assessment

Risk Level: — TOMPKINS FINANCIAL CORP shows moderate risk based on this filing. The filing is a routine proxy statement for an annual shareholder meeting and does not contain new financial performance data or strategic shifts that would indicate significant risk.

Analyst Insight

Review the director nominees and executive compensation proposals to make informed voting decisions at the upcoming shareholder meeting.

Key Numbers

• 12 — Directors to be elected (To elect the twelve (12) directors named in the accompanying proxy statement)
• 10:00 a.m. — Meeting Time (will be held on Tuesday, May 14, 2024 at 10:00 a.m.)
• 5 — Business Days for Registration (at least five (5) business days prior to the meeting)

Key Players & Entities

• Tompkins Financial Corporation (company) — Registrant
• KPMG LLP (company) — independent registered public accounting firm
• Tracy Kinner (person) — Executive Assistant
• May 14, 2024 (date) — Annual Meeting date
• 2025 (date) — Director term expiration year
• December 31, 2024 (date) — Fiscal year end for auditor appointment
• April 2, 2024 (date) — Filing date

FAQ

Industry Context

Tompkins Financial Corporation operates within the commercial banking sector, a highly regulated industry focused on financial services and lending.

Regulatory Implications

As a financial institution, Tompkins Financial Corporation is subject to extensive regulation by federal and state authorities, including oversight of its corporate governance and financial reporting practices.

What Investors Should Do

1. Review the list of director nominees and their qualifications.
2. Evaluate the advisory vote proposal on executive compensation.
3. Confirm the ratification of KPMG LLP as the independent auditor.

Key Dates

• 2024-05-14: Annual Meeting of Shareholders — Election of directors, advisory vote on executive compensation, and ratification of independent auditor.
• 2024-04-02: Filing Date — Filing of the Definitive Proxy Statement (DEF 14A).

Year-Over-Year Comparison

This filing is a Definitive Proxy Statement (DEF 14A) for the 2024 Annual Meeting, providing details on upcoming shareholder votes and corporate governance matters.

Key Financial Figures

• $0.10 — f the Company's common stock, par value $0.10 per share (our "common stock"), outstan

Filing Documents

• ny20016404x1_def14a.htm (DEF 14A) — 1636KB
• logo_newtompkins.jpg (GRAPHIC) — 38KB
• sig_cmanuele.jpg (GRAPHIC) — 9KB
• sig_trochon.jpg (GRAPHIC) — 14KB
• ny20016404x1_pc01.jpg (GRAPHIC) — 729KB
• ny20016404x1_pc02.jpg (GRAPHIC) — 811KB
• ny20016404x1_pvp-barchax1.jpg (GRAPHIC) — 170KB
• ny20016404x1_pvp-barchax2.jpg (GRAPHIC) — 153KB
• ny20016404x1_pvp-barchax3.jpg (GRAPHIC) — 149KB
• 0001140361-24-017295.txt (&nbsp;) — 7681KB
• tmp-20240514.xsd (EX-101.SCH) — 6KB
• tmp-20240514_def.xml (EX-101.DEF) — 6KB
• tmp-20240514_lab.xml (EX-101.LAB) — 14KB
• tmp-20240514_pre.xml (EX-101.PRE) — 7KB
• ny20016404x1_def14a_htm.xml (XML) — 151KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 Tompkins Financial Corporation (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. April 2, 2024 NOTICE OF 2024 ANNUAL MEETING OF SHAREHOLDERS OF TOMPKINS FINANCIAL CORPORATION The Annual Meeting of Shareholders (the "Annual Meeting") of Tompkins Financial Corporation ("Tompkins" or the "Company") will be held on Tuesday, May 14, 2024 at 10:00 a.m. at the Company's headquarters, located at 118 E. Seneca Street, Ithaca, New York, 14850, for the following purposes: 1. To elect the twelve (12) directors named in the accompanying proxy statement for a term of one year expiring in 2025; 2. To conduct an advisory vote to approve, on a non-binding basis, the compensation paid to the Company's named executive officers; 3. To ratify the appointment of the independent registered public accounting firm, KPMG LLP, as the Company's independent auditor for the fiscal year ending December 31, 2024; and 4. To transact such other business as may properly come before the Annual Meeting or any adjournment thereof. If you wish to attend the Annual Meeting in person, you must register your planned in-person attendance with us at least five (5) business days prior to the meeting by writing to Tracy Kinner, Executive Assistant, Tompkins Financial Corporation, PO Box 460, Ithaca, NY 14851, or by email at tkinner@tompkinsfinancial.com. Pre-registration and matching picture identification are necessary to gain entrance to the secure area of our headquarters building where the meeting will be held. Parking is generally available on-street, or at the public garages on Seneca Street and Cayuga Street. The parking spaces under the building will be reserved for those requiring accessible parking with a valid plate or placard. The meeting will focus largely on the business items described in the Proxy Statement. A brief question and answer session will be held immediately following the meeting. We have elected to take advantage of Securities and Exchange Commission ("SEC") rules that allow us to furnish proxy materials to certain shareholders over the internet. We believe furnishing proxy materials to our shareholders over the internet allows us to provide our shareholders with the information they need, while lowering the costs of delivery and reducing the environmental impact of the Annual Meeting. If you have received the Notice of Internet Availability, you will not receive a printed copy of the proxy materials unless you request it by following the instructions for requesting such proxy materials contained in the Notice of Internet Availability and summarized in the proxy statement. The Company's Board of Directors (the "Board") has fixed the close of business on March 15, 2024 as the record date for determining shareholders entitled to notice of and to vote at the Annual Meeting. Only shareholders of record at the close of business on that date are entitled to vote at the Annual Meeting. The Board of Directors unanimously recommends that you vote " FOR " each of the director nominees named in the enclosed proxy statement, " FOR " advisory approval of the compensation paid to the Company's named executive officers, and " FOR " ratification of the appointment of KPMG LLP as the Company's independent auditor for the fiscal year ending December 31, 2024. Your vote is important regardless of the number of shares you own. It is important that your shares be represented at the Annual Meeting whether or not you are personally able to attend. Accordingly, after reading the accompanying proxy statement, please promptly submit your proxy by telephone, internet or mail as described in the proxy statement. Submitting your proxy by telephone, Internet or mail does not deprive you of the right to attend or vote at the Annual Meeting or to vote your shares in the manner described in the accompanying proxy statement. By Order of the Board of Directors, Thomas R. Rochon Chair Cynthia M. Manuele Corporate Counsel & Deputy Corporate Secretary TOMPKINS FINANCIAL CORPORATION, P.O. BOX 460, ITHACA, NY 14851 (607) 273-3210 IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE SHAREHOLDER MEETING TO BE HELD MAY 14, 2024 This pro

View Full Filing

View this DEF 14A filing on SEC EDGAR