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TOMPKINS FINANCIAL CORP Director's Dealing 2011

Feb 15, 2011

32217_dirs_2011-02-15_e6efad52-53a8-4ea1-8495-ffdb75410a5e.zip

Director's Dealing

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SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: TOMPKINS FINANCIAL CORP (TMP)
CIK: 0001005817
Period of Report: 2010-12-31

Reporting Person: FETSKO FRANCIS M (EVP, CFO & Treasurer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-12-03 Common Stock - 401k/esop L 358.3 Acquired 3589 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 2555 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Incentive Stock Option (Right to Buy) $29.30 2012-09-30 Common Stock (8785) 8785 Direct
Incentive Stock Option (Right to Buy) $35.7636 2014-05-03 Common Stock (6658) 6658 Direct
Incentive Stock Option (Right to Buy) $38.5364 2016-01-23 Common Stock (7986) 7986 Direct
Incentive Stock Option (Right to Buy) $37.2727 2017-11-29 Common Stock (4123) 4123 Direct
Non-qualified Stock Option (Right to Buy) $35.7636 2014-05-03 Common Stock (5322) 5322 Direct
Non-qualified Stock Option (Right to Buy) $38.5364 2016-01-23 Common Stock (4114) 4114 Direct
Non-qualified Stock Option (Right to Buy) $37.2727 2017-11-29 Common Stock (6878) 6878 Direct
Stock Appreciation Rights (SAR) $41.7091 2019-09-17 Common Stock (11000) 11000 Direct

Footnotes

F1: Shares acquired through profit sharing, 401K contributions and reinvestment of quarterly cash dividends.

F2: The stock option becomes exercisable in four annual installments commencing two years after the date of grant.

F3: The stock option becomes exercisable in six annual installments commencing two years after the date of grant.

F4: Stock Appreciation Rights (SARs) were granted pursuant to the Tompkins Financial Corporation 2009 Equity Plan. They become exercisable in six annual installments commencing two years after the grant date, and when exercised, SARs will be settled in Common Stock of the Company.