UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On May 21, 2025, Community Financial System, Inc. (the “Company”) held its Annual Shareholders Meeting virtually. At the Annual Meeting, the Company’s Shareholders (i) elected 12 Directors, each for a one-year term, (ii) approved on an advisory basis the Company’s executive compensation as set forth in the proxy statement, and (iii) ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2025.
1. The Company’s Shareholders elected 12 individuals to the Board to serve one-year terms, as set forth below:
| Name of Director | Number of Votes | |||
| For | Against | Abstain | Broker Non-Votes | |
| Mark J. Bolus | 39,605,216 | 659,090 | 311,866 | 5,176,446 |
| Neil E. Fesette | 39,587,668 | 677,239 | 311,265 | 5,176,446 |
| Dimitar A. Karaivanov | 39,916,198 | 316,684 | 343,290 | 5,176,446 |
| Jeffery J. Knauss | 39,695,561 | 840,099 | 40,512 | 5,176,446 |
| Kerrie D. MacPherson | 39,559,342 | 976,317 | 40,513 | 5,176,446 |
| John Parente | 39,560,879 | 952,449 | 62,844 | 5,176,446 |
| Raymond C. Pecor, III | 39,698,078 | 850,040 | 28,054 | 5,176,446 |
| Savneet Singh | 39,939,392 | 576,425 | 60,355 | 5,176,446 |
| Sally A. Steele | 39,753,399 | 510,033 | 312,740 | 5,176,446 |
| Eric E. Stickels | 40,010,977 | 538,263 | 26,932 | 5,176,446 |
| Michele P. Sullivan | 40,164,805 | 383,241 | 28,126 | 5,176,446 |
| John F. Whipple, Jr. | 37,373,187 | 3,102,177 | 100,808 | 5,176,446 |
2. The Company’s Shareholders approved, on a non-binding advisory basis, the Company’s executive compensation programs, as described in the proxy statement, as set forth below:
| For | Against | Abstain | Broker Non-Votes | ||
| 39,208,889 | 1,232,650 | 134,633 | 5,176,446 |
3. The Company’s Shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025, as set forth below:
| For | Against | Abstain | ||
| 45,144,082 | 552,356 | 56,180 |
SIGNATURES
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.
Community Financial System, Inc. | ||
| By: | /s/ Michael N. Abdo | |
| Name: | Michael N. Abdo | |
| Title: | Executive Vice President and General Counsel | |
| Dated: May 23, 2025 | ||