TOMPKINS FINANCIAL CORP — Director's Dealing 2012

Feb 14, 2012

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: TOMPKINS FINANCIAL CORP (TMP)
CIK: 0001005817
Period of Report: 2011-12-31

Reporting Person: Johnson Patricia A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-31	Common Stock Drip	L	4	—	Acquired	107	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-12-31	Phantom Stock	$	L	82	Acquired		Common Stock (82)	Direct

Footnotes

F1: Shares acquired through reinvestment of quarterly cash dividends.

F2: Adjustment to reclassify rabbi trust holding.

F3: Includes 2,284 shares of phantom stock held in the rabbi trust referenced above that were previously reported as "Common Stock Drip" shares in Table I in the reporting person's Form 5 filed on February 14, 2011. The reporting person intends to report all such shares of phantom stock in Table II in future reports.