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ARROW FINANCIAL CORP Director's Dealing 2012

Feb 1, 2012

32888_dirs_2012-02-01_bc774fb6-650c-457d-ac2d-b9d24409bcaf.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ARROW FINANCIAL CORP (AROW)
CIK: 0000717538
Period of Report: 2012-02-01

Reporting Person: O'Conor Raymond F (SVP)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-02-01 Common Stock M 5380 $22.06 Acquired 54814 Direct
2012-02-01 Common Stock F 4867 $26.25 Disposed 49947 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-02-01 Empl. Stock Opt. (Right to Buy) $22.06 M 5380 Acquired 2012-12-18 Common Stock (5380) Direct

Footnotes

F1: The information provided also reflects 4 shares acquired under the Company's ESPP since the last Form 4 was filed for the insider on Jan. 31, 2011. This transaction was not required to be reported on a Form 4 and this information is being furnished to disclose the holdings of the insider as of the date of this Form 4.

F2: Includes 4,522 shares surrendered by reporting person to issuer to pay the exercise price of the derivative security and 345 shares withheld by the issuer to satisfy withholding tax liabilities related to the exercise.