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tmp-20260423

0001005817false00010058172026-04-242026-04-24

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)April 23, 2026

Tompkins Financial Corporation

(Exact name of registrant as specified in its charter)

New York1-1270916-1482357

(State or other jurisdiction (Commission(IRS Employer

of incorporation)File Number)Identification No.)

118 E. Seneca Street,

PO Box 460,

Ithaca

New York 14851

(Address of Principal executive offices) (Zip Code)

Registrant’s telephone number, including area code(888) 503-5753

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered

Common Stock, $0.10 par valueTMPNYSE American, LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

On April 24, 2026, Tompkins Financial Corporation, (the “Company”) issued a press release announcing its earnings for the calendar quarter ended March 31, 2026. A copy of the press release is attached to this Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

The information furnished under Items 2.02 and Item 9.01 of this Report on Form 8-K, including Exhibits 99.1 and 99.2 to this Report on Form 8-K, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities under the Section, nor shall it be deemed incorporated by reference in any registration statement or other filings of the Company under the Securities Act of 1933, as amended, except as shall be set forth by specific reference in such filing.

Item 8.01 Other Events

On April 23, 2026, the Company's Board of Directors declared a dividend of $0.67 per share, payable on May 15, 2026, to common shareholders of record on May 8, 2026. A copy of the press release is attached to this Report on Form 8-K as Exhibit 99.2.

Item 9.01 Financial Statements and Exhibits

(a)Not applicable.

(b)Not applicable.

(c)Not applicable.

(d)Exhibits.

EXHIBIT INDEX

Exhibit No.        Description

99.1    Press Release of Tompkins Financial Corporation dated April 24, 2026

99.2    Press Release of Tompkins Financial Corporation dated April 24, 2026

104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

TOMPKINS FINANCIAL CORPORATION

Date: April 24, 2026         /s/ Stephen S. Romaine

Stephen S. Romaine

President and CEO

tmp-202601290001005817false00010058172026-01-302026-01-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)January 29, 2026

Tompkins Financial Corporation

(Exact name of registrant as specified in its charter)

New York1-1270916-1482357 (State or other jurisdiction (Commission(IRS Employer of incorporation)File Number)Identification No.)

118 E. Seneca Street, PO Box 460, Ithaca New York 14851 (Address of Principal executive offices) (Zip Code)

Registrant’s telephone number, including area code(888) 503-5753

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered Common Stock, $0.10 par valueTMPNYSE American, LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

On January 30, 2026, Tompkins Financial Corporation, (the “Company”) issued a press release announcing its earnings for the calendar quarter ended December 31, 2025. A copy of the press release is attached to this Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

The information furnished under Items 2.02 and Item 9.01 of this Report on Form 8-K, including Exhibits 99.1 and 99.2 to this Report on Form 8-K, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities under the Section, nor shall it be deemed incorporated by reference in any registration statement or other filings of the Company under the Securities Act of 1933, as amended, except as shall be set forth by specific reference in such filing.

Item 8.01 Other Events

On January 29, 2026, the Company's Board of Directors declared a dividend of $0.67 per share, payable on February 22, 2026, to common shareholders of record on February 13, 2026. A copy of the press release is attached to this Report on Form 8-K as Exhibit 99.2.

Item 9.01 Financial Statements and Exhibits

(a)Not applicable. (b)Not applicable. (c)Not applicable. (d)Exhibits.

EXHIBIT INDEX

Exhibit No.        Description

99.1    Press Release of Tompkins Financial Corporation dated January 30, 2026 99.2    Press Release of Tompkins Financial Corporation dated January 30, 2026 104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

TOMPKINS FINANCIAL CORPORATION

Date: January 30, 2026         /s/ Stephen S. Romaine Stephen S. Romaine President and CEO