TOMPKINS FINANCIAL CORP — Director's Dealing 2012

May 29, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TOMPKINS FINANCIAL CORP (TMP)
CIK: 0001005817
Period of Report: 2012-05-24

Reporting Person: Rooney Kathleen M (EVP, Retired 3/31/2012)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-24	Common Stock	M	3352	$33.93	Acquired	5524	Direct
2012-05-24	Common Stock	S	3080	$37.00	Disposed	2444	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-24	Incentive Stock Option (Right to Buy)	$33.9273	M	3352	Disposed	2014-06-28	Common Stock (3352)	Direct

Footnotes

F1: The stock option becomes exercisable in four annual installments commencing two years after the date of grant.