Current Report Filing (8-k)
25 Juli 2016 - 8:14PM
Edgar (US Regulatory)
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)
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July 22, 2016
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Tompkins Financial Corporation
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(Exact name of registrant as specified in its charter)
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New York
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1-12709
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16-1482357
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(
State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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The Commons, PO Box 460, Ithaca, New York
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14851
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(Address of Principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code
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(607) 273-3210
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(Former name or former address, if changed since last report.)
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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))
Item 2.02
Results of Operations and Financial Condition
On July 22, 2016,
the Company issued a press release announcing its earnings for the calendar quarter ended June 30, 2016. 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.
Item 8.01
Other Events
On
July 22, 2016, the Company issued a press release announcing that its Board of Directors approved payment of a regular quarterly
cash dividend of $0.44 per share, payable on August 15, 2016, to common shareholders of record on August 2, 2016. A copy of the
press release is attached to this Report on Form 8-K as Exhibit 99.2 and is incorporated herein by reference.
On
July 22, 2016, the Company also announced that its Board of Directors has authorized the repurchase of up to 400,000 shares of
the Company’s outstanding common stock. Purchases may be made on the open market or in privately negotiated transactions
over the next 24 months. This program replaces the Company’s existing 400,000 share repurchase program announced on July
25, 2014. A copy of the press release is attached to this Report on Form 8-K as Exhibit 99.3 and is incorporated herein by reference.
The
repurchase program may be suspended, terminated or modified at any time for any reason, including market conditions, the cost of
repurchasing shares, the availability of alternative investment opportunities, liquidity, and other factors deemed appropriate.
The information contained in this report, including Exhibits 99.1, 99.2, and 99.3, shall not be deemed “filed” with
the SEC nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended.
Item 9.01
Financial Statements and Exhibits
(a)
Not applicable.
(b)
Not applicable.
(c)
Not applicable.
(d)
Exhibits.
Exhibit No.
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Description
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99.1
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Press Release of Tompkins Financial Corporation dated July 22, 2016
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99.2
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Press Release of Tompkins Financial Corporation dated July 22, 2016
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99.3
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Press Release of Tompkins Financial Corporation dated July 22, 2016
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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.
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TOMPKINS FINANCIAL CORPORATION
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Date: July 22, 2016
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By:
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/s/ Stephen S. Romaine
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Stephen S. Romaine
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President and CEO
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