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Financial Institutions, Inc. (FISI) Material Contracts

Financial Institutions, Inc. Material Contracts

Every material contract the company filed as Exhibit 10 (executive pay plans, credit agreements, supplier and indemnity agreements), newest first, with the filing's own description.

  • 2025-12-11: Form 8-K; Exhibit 10.2; Description Form of Registration Rights Agreement.
  • 2025-12-11: Form 8-K; Exhibit 10.1; Description Form of Subordinated Note Purchase Agreement.
  • 2025-08-04: Form 10-Q; Exhibit 10.1; Description Financial Institutions, Inc. Second Amended and Restated 2015 Long-Term Incentive Plan.
  • 2025-03-10: Form 8-K; Exhibit 10.1; Description Class Action Settlement Agreement and Release dated March 7, 2025.
FiledFormExhibitDescription
2025-12-118-K10.2Form of Registration Rights Agreement
2025-12-118-K10.1Form of Subordinated Note Purchase Agreement
2025-08-0410-Q10.1Financial Institutions, Inc. Second Amended and Restated 2015 Long-Term Incentive Plan
2025-03-108-K10.1Class Action Settlement Agreement and Release dated March 7, 2025
2024-05-0610-Q10.4Form of Performance Stock Unit Award Agreement Pursuant to the Financial Institutions, Inc. Amended and Restated 2015 Long-Term Incentive Plan
2024-05-0610-Q10.3Form of Restricted Stock Unit Award Agreement Pursuant to the Financial Institutions, Inc. Amended and Restated 2015 Long-Term Incentive Plan
2024-05-0610-Q10.2Financial Institutions, Inc. – Management Incentive Plan, effective January 1, 2024
2024-05-0610-Q10.1Financial Institutions, Inc. – Executive Incentive Plan, effective January 1, 2024
2024-03-1310-K10.14Severance Agreement and Release of All Claims, by and between Financial Institutions, Inc. and Justin K. Bigham
2023-03-0910-K10.13Incorporated by reference to Exhibit 10.13 of the Form 10-K for the year ended December 31, 2021, dated March 10, 2022
2023-03-0910-K10.8Form of Indemnification Agreement
2023-03-0910-K10.7Form of Restricted Stock Unit Award Agreement Pursuant to the Financial Institutions, Inc. Amended and Restated 2015 Long-Term Incentive Plan
2023-03-0910-K10.6Form of Restricted Stock Unit Award Agreement Pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2023-03-0910-K10.4Form of Director Annual Restricted Stock Award Agreement Pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2022-03-1010-K10.13Financial Institutions, Inc. Executive Incentive Plan, effective as of January 1, 2021
2022-03-1010-K10.7Form of Restricted Stock Unit Award Agreement Pursuant to the Financial Institutions, Inc. Amended and Restated 2015 Long-Term Incentive Plan
2022-03-1010-K10.6Form of Restricted Stock Unit Award Agreement Pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2022-03-1010-K10.4Form of Director Annual Restricted Stock Award Agreement Pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2021-08-0910-Q10.1Financial Institutions, Inc. Amended and Restated 2015 Long-Term Incentive Plan
2021-05-1010-Q10.2Form of Performance Stock Unit Award Agreement pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2021-05-1010-Q10.1Separation and Settlement Agreement and Release between Financial Institutions, Inc. and Joseph L. Dugan dated February 12, 2021
2021-03-1510-K10.15Form of Executive Agreement
2020-11-0610-Q10.2Registration Rights Agreement, dated as of October 7, 2020, by and among Financial Institutions, Inc. and the Purchasers
2020-11-0610-Q10.1Subordinated Note Purchase Agreement, dated as of October 7, 2020, by and among Financial Institutions, Inc. and the Purchasers*
2020-10-078-K10.2Form of Registration Rights Agreement, dated as of October 7, 2020, by and among Financial Institutions, Inc. and the Purchasers
2020-10-078-K10.1Form of Subordinated Note Purchase Agreement, dated as of October 7, 2020, by and among Financial Institutions, Inc. and the Purchasers*
2020-08-0510-Q10.1Severance and Settlement Agreement and Release with William L. Kreienberg
2019-03-0810-K10.20Severance and Settlement Agreement and Release with Michael D. Burneal
2018-08-0810-Q10.1Supplemental Executive Retirement Agreement between Financial Institutions, Inc. and Kevin B. Klotzbach dated June 26, 2018
2017-05-308-K10.1Sales Agency Agreement, dated May 30, 2017, by and between the Company and Sandler O’Neill + Partners, L.P.
2017-05-048-K10.5Executive Agreement, dated May 3, 2017, by and between the Company and William L. Kreienberg.
2017-05-048-K10.4Executive Agreement, dated May 3, 2017, by and between the Company and Jeffrey P. Kenefick.
2017-05-048-K10.3Executive Agreement, dated May 3, 2017, by and between the Company and Michael D. Burneal
2017-05-048-K10.2Amended and Restated Executive Agreement, dated May 3, 2017, by and between the Company and Kevin B. Klotzbach.
2017-05-048-K10.1Amended and Restated Executive Agreement, dated May 3, 2017, by and between the Company and Martin K. Birmingham.
2016-12-308-K10.1Form of Director’s and Officer’s Indemnification Agreement
2016-05-0610-Q10.2Form of Performance Stock Unit Award Agreement Pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2016-05-0610-Q10.1Form of Restricted Stock Unit Award Agreement Pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2016-04-018-K10.1Consulting Agreement, dated April 1, 2016, by and between the Company and Richard J. Harrison.
2015-08-0510-Q10.7Form of Performance Stock Unit Award Agreement Pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2015-08-0510-Q10.6Form of Restricted Stock Unit Award Agreement Pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2015-08-0510-Q10.5Form of Performance Stock Award Agreement Pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2015-08-0510-Q10.4Form of Restricted Stock Award Agreement Pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2015-08-0510-Q10.3Form of Director “In Lieu of Cash Fees” Stock Award Agreement Pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2015-08-0510-Q10.2Form of Director Annual Restricted Stock Award Agreement Pursuant to the Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2015-08-0510-Q10.1Financial Institutions, Inc. 2015 Long-Term Incentive Plan
2014-11-0410-Q10.1Separation and release agreement between Financial Institutions, Inc. and Kenneth V. Winn
2014-08-0510-Q10.1Supplemental Executive Retirement Agreement between Financial Institutions, Inc. and Richard J. Harrison
2013-11-0510-Q10.1Separation and release agreement between Financial Institutions, Inc. and Karl F. Krebs
2013-05-238-K10.3Executive Agreement between Financial Institutions, Inc. and Richard J. Harrison
2013-05-238-K10.2Executive Agreement between Financial Institutions, Inc. and Kevin B. Klotzbach
2013-05-238-K10.1Amended and Restated Executive Agreement between Financial Institutions, Inc. and Martin K. Birmingham
2013-05-0710-Q10.12013 Performance Program Master Agreement
2013-03-1810-K10.17Form of 2013 Performance Program Award Certificate
2013-03-1810-K10.16Form of 2013 Performance Program Master Agreement
2013-03-1810-K10.10Form of Restricted Stock Award Agreement Pursuant to the 2009 Directors’ Stock Incentive Plan
2012-11-0610-Q10.3Supplemental Executive Retirement Agreement between Financial Institutions, Inc. and Peter G. Humphrey
2012-11-0610-Q10.2Separation and release agreement between Financial Institutions, Inc. and Peter G. Humphrey
2012-11-0610-Q10.1Amendment No. 1 to Assignment, Purchase and Assumption Agreement, effective as of August 16, 2012, by and between Five Star Bank and First Niagara Bank, National Association
2012-07-058-K10.6Separation and release agreement between Five Star Bank and George D. Hagi
2012-07-058-K10.5Executive Agreement between Financial Institutions, Inc. and Kenneth V. Winn
2012-07-058-K10.4Executive Agreement between Financial Institutions, Inc. and Ronald Mitchell McLaughlin
2012-07-058-K10.3Executive Agreement between Financial Institutions, Inc. and Karl F. Krebs
2012-07-058-K10.2Amended and Restated Executive Agreement between Financial Institutions, Inc. and Martin K. Birmingham
2012-07-058-K10.1Amended and Restated Executive Agreement between Financial Institutions, Inc. and Peter G. Humphrey
2012-06-288-K10.1Amendment No. 1 to Purchase and Assumption Agreement, effective as of June 21, 2012, by and between Five Star Bank and First Niagara Bank, National Association.
2012-03-0910-K10.25Purchase and Assumption Agreement dated January 19, 2012 between First Niagara Bank, National Association and Five Star Bank
2012-03-0910-K10.24Assignment, Purchase and Assumption Agreement dated January 19, 2012 between First Niagara Bank, National Association and Five Star Bank
2012-03-0910-K10.14Form of 2012 Performance Program Award Certificate
2012-03-0910-K10.13Form of 2012 Performance Program Master Agreement
2012-03-0910-K10.12Form of “Service Based” Restricted Stock Award Agreement Pursuant to the FII 2009 Management Stock Incentive Plan
2010-10-288-K10.13Amended Stock Ownership Requirements, dated October 27, 2010
2010-03-038-K10.1Amendment to Voluntary Retirement Agreement dated March 2, 2010 between Five Star Bank and Ronald A. Miller
2010-03-018-K10.2Form of Restricted Stock Award Agreement Pursuant to the Financial Institutions, Inc. 2009 Management Stock Incentive Plan. (Special, one-time award)
2010-03-018-K10.1Form of Restricted Stock Award Agreement Pursuant to the Financial Institutions, Inc. 2009 Management Stock Incentive Plan. (LTIP award)
2010-01-198-K10.1Form of Restricted Stock Award Agreement (under the 2009 Management Stock Incentive Plan)
2009-09-028-K10.1Employment Offer Letter between FII\FSB and K. Krebs
2009-08-0510-Q10.9Exhibit 10.9
2009-08-0510-Q10.8Exhibit 10.8
2009-07-018-K10.1Amendment to Voluntary Retirement Agreement dated June 30, 2009 between Five Star Bank and James T. Rudgers
2009-03-1210-K10.7Exhibit 10.7