Source-grounded facts extracted from FINANCIAL INSTITUTIONS INC's SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
FINANCIAL INSTITUTIONS INC shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2026-05-20 meeting.
“Shareholders ratified the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.”
Shareholder Votes
FINANCIAL INSTITUTIONS INC shareholders approved Advisory Vote to Approve the Compensation of our Named Executive Officers at the 2026-05-20 meeting.
“Shareholders approved an advisory (non-binding) vote on the compensation of the Company’s named executive officers (“Say-on-Pay”) as described in the 2026 Proxy.”
Shareholder Votes
FINANCIAL INSTITUTIONS INC shareholders approved Election of Directors at the 2026-05-20 meeting.
“Shareholders elected David P. Bovenzi, Andrew W. Dorn, Jr., Steven C. Finch, Robert M. Glaser, and Susan R. Holliday to serve as directors until the Company’s 2029 Annual Meeting of Shareholders, and until their respective successors are duly elected and qualified.”
Earnings Releases
FINANCIAL INSTITUTIONS INC reported the first quarter ended March 31, 2026 results: net income $21.0 million, EPS $1.04 per diluted share. Guidance reaffirmed.
“The Company reported net income of $21.0 million in the first quarter of 2026, compared to net income of $20.0 million in the fourth quarter of 2025 and $16.9 million in the first quarter of 2025. After preferred stock dividends, net income available to common shareholders was $20.6 million, or $1.04 per diluted share, in the first quarter of 2026, compared to net income of $19.6 million, or $0.96 per diluted share, in the fourth quarter of 2025, and $16.5 million, or $0.81 per diluted share, in the first quarter of 2025.”
Material Agreements
FINANCIAL INSTITUTIONS INC entered into Indenture with Wilmington Trust, National Association (effective 2025-12-11).
“The Subordinated Notes were issued under an Indenture, dated December 11, 2025 (the “Indenture”), by and between the Company and Wilmington Trust, National Association as trustee (the “Trustee”).”
Material Agreements
FINANCIAL INSTITUTIONS INC entered into Registration Rights Agreements with the Subordinated Note Purchasers (effective 2025-12-11).
“On December 11, 2025, in connection with the issuance of the Subordinated Notes, the Company entered into Registration Rights Agreements (the “Registration Rights Agreements”) with the Subordinated Note Purchasers.”
Material Agreements
FINANCIAL INSTITUTIONS INC entered into Subordinated Note Purchase Agreements with certain qualified institutional buyers and institutional accredited investors valued at $80.0 million (effective 2025-12-11).
“On December 11, 2025, Financial Institutions, Inc. (the “Company”) entered into Subordinated Note Purchase Agreements (collectively, the “Subordinated Note Purchase Agreements”) with certain qualified institutional buyers and institutional accredited investors (collectively, the “Subordinated Note Purchasers”) pursuant to which the Company issued $80.0 million in aggregate principal amount of its 6.50% Fixed-to-Floating Rate Subordinated Notes due 2035”
Debt Financings
FINANCIAL INSTITUTIONS INC incurred senior notes of $80.0 million in aggregate principal amount at 6.50% maturing December 15, 2035.
“pursuant to which the Company issued $80.0 million in aggregate principal amount of its 6.50% Fixed-to-Floating Rate Subordinated Notes due 2035”
Samuel M. Gullo retired as Director at FINANCIAL INSTITUTIONS INC.
“On March 4, 2025, Samuel M. Gullo, a member of the Board of Directors (the “Board”) of Financial Institutions, Inc. (the “Company”) and the Board of Directors of the Company’s wholly-owned subsidiary, Five Star Bank, informed the Board of his decision not to stand for re-election at the 2025 Annual Meeting of Shareholders.”
Angela J. Panzarella was appointed as Director at FINANCIAL INSTITUTIONS INC.
“On January 22, 2025, Financial Institutions, Inc. (the “Company”) increased the size of its Board of Directors from eleven to twelve members and appointed Ms. Angela J. Panzarella to fill the newly-created vacancy on the Board of Directors.”
Mauricio F. Riveros resigned as Director at FINANCIAL INSTITUTIONS INC.
“On June 19, 2024, Mauricio F. Riveros tendered his resignation from the Board of Directors (the “Board”) of Financial Institutions, Inc. (the “Company”) and as a member of the Board of Five Star Bank effective immediately.”
Earnings Releases
FINANCIAL INSTITUTIONS INC reported first quarter ended March 31, 2024 results: net income Net income was $2.1 million, EPS $0.11 per diluted share.
“On April 25, 2024, Financial Institutions, Inc. (the “Company”) issued a press release to report financial results for the first quarter ended March 31, 2024.”
M&A Transactions
FINANCIAL INSTITUTIONS INC completed a disposition involving NFP Property & Casualty Services, Inc. for $27.0 million in cash (closed 2024-04-01).
“Pursuant to the terms of the Purchase Agreement, upon Closing, NFP paid $27.0 million in cash to the Company on April 1, 2024.”
Material Agreements
FINANCIAL INSTITUTIONS INC entered into Purchase Agreement with NFP Property & Casualty Services, Inc. valued at $27.0 million (effective 2024-04-01).
“On April 1, 2024, Financial Institutions, Inc. (NASDAQ: FISI) (the “Company”) entered into an Asset Purchase Agreement (the “Purchase Agreement”) pursuant to which the Company agreed to the sale of the assets of its wholly-owned subsidiary SDN Insurance Agency, LLC (“SDN”) (“Asset Purchase”) to NFP Property & Casualty Services, Inc. (“NFP”), a subsidiary of NFP Corp. Pursuant to the terms of the Purchase Agreement, at the closing of the Asset Purchase, which was also completed on April 1, 2024 (“Closing”), NFP paid a purchase price of $27.0 million in cash to the Company.”
Sonia M. Dumbleton retired as Controller at FINANCIAL INSTITUTIONS INC.
“Ms. Byers, age 56, was appointed Controller upon the previously announced retirement of Sonia M. Dumbleton, after serving as Deputy Controller since October 2, 2023.”
Sandra L. Byers was appointed as Principal Accounting Officer at FINANCIAL INSTITUTIONS INC.
“On March 27, 2024, Financial Institutions, Inc. (the “Company”) appointed Sandra L. Byers, Senior Vice President, Controller, as Principal Accounting Officer.”
Earnings Releases
FINANCIAL INSTITUTIONS INC reported year ended December 31, 2023 results: net income $50.3 million, EPS $3.15 per diluted share.
“The Company reported full year 2023 net income of $50.3 million, compared to $56.6 million in 2022. After preferred dividends, net income available to common shareholders was $48.8 million, or $3.15 per diluted share, for 2023”
Earnings Releases
FINANCIAL INSTITUTIONS INC reported fourth quarter ended December 31, 2023 results: net income $9.8 million, EPS $0.61 per diluted share.
“Net income was $9.8 million in the fourth quarter of 2023, compared to $14.0 million in the third quarter of 2023 and $12.1 million in the fourth quarter of 2022. After preferred dividends, net income available to common shareholders was $9.4 million, or $0.61 per diluted share, in the fourth quarter of 2023”
Justin K. Bigham resigned as Executive Vice President and Chief Community Banking Officer at FINANCIAL INSTITUTIONS INC.
“announced the resignations of Sean M. Willet, Executive Vice President and Chief Administrative Officer, and Justin K. Bigham, Executive Vice President and Chief Community Banking Officer.”
Sean M. Willet resigned as Executive Vice President and Chief Administrative Officer at FINANCIAL INSTITUTIONS INC.
“announced the resignations of Sean M. Willet, Executive Vice President and Chief Administrative Officer, and Justin K. Bigham, Executive Vice President and Chief Community Banking Officer.”
Earnings Releases
FINANCIAL INSTITUTIONS INC reported financial results for third quarter ended September 30, 2023.
“On October 26, 2023, Financial Institutions, Inc. (the “Company”) issued a press release to report financial results for the third quarter ended September 30, 2023.”
Sandra L. Byers was appointed as Deputy Controller at FINANCIAL INSTITUTIONS INC.
“Over the succeeding six months, the responsibilities of the Controller function will be transitioned to Sandra L. Byers, who has been promoted to Deputy Controller effective October 2, 2023.”
Sonia M. Dumbleton departed as Senior Vice President, Controller, and Principal Accounting Officer at FINANCIAL INSTITUTIONS INC.
“On September 15, 2023, Sonia M. Dumbleton notified Financial Institutions, Inc. (the “Company”) that she will retire from her position as Senior Vice President, Controller, and Principal Accounting Officer effective March 22, 2024.”
Earnings Releases
FINANCIAL INSTITUTIONS INC reported financial results for the second quarter ended June 30, 2023.
“On July 27, 2023, Financial Institutions, Inc. (the “Company”) issued a press release to report financial results for the second quarter ended June 30, 2023.”
Shareholder Votes
FINANCIAL INSTITUTIONS INC shareholders approved Ratification of Independent Registered Public Accounting Firm at the 2023-06-21 meeting.
“Proposal 3 - Ratification of Independent Registered Public Accounting Firm FOR: 13,507,981 AGAINST: 282,394 ABSTAIN: 2,609”
Shareholder Votes
FINANCIAL INSTITUTIONS INC shareholders approved Advisory Vote on Executive Compensation at the 2023-06-21 meeting.
FINANCIAL INSTITUTIONS INC shareholders approved Election of Directors at the 2023-06-21 meeting.
“Proposal 1 - Election of Directors Donald K. Boswell FOR: 10,372,288 WITHHELD: 1,109,076 BROKER NON-VOTES: 2,311,620 Andrew W. Dorn, Jr FOR: 11,081,775 WITHHELD: 399,589 BROKER NON-VOTES: 2,311,620 Robert M. Glaser FOR: 11,081,517 WITHHELD: 399,847 BROKER NON-VOTES: 2,311,620 Bruce W. Harting FOR: 11,102,764 WITHHELD: 378,600 BROKER NON-VOTES: 2,311,620 Susan R. Holliday FOR: 10,872,877 WITHHELD: 608,487 BROKER NON-VOTES: 2,311,620”
Earnings Releases
FINANCIAL INSTITUTIONS INC reported financial results for the first quarter ended March 31, 2023.
“On April 26, 2023, Financial Institutions, Inc. (the "Company") issued a press release to report financial results for the first quarter ended March 31, 2023.”
Bruce W. Harting was appointed as Director at FINANCIAL INSTITUTIONS INC.
“On August 22, 2022, Financial Institutions, Inc. (the “Company”) increased the size of its Board of Directors from eleven to twelve members and appointed Mr. Bruce W. Harting to fill the newly-created vacancy on the Board of Directors.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.