The Company maintains a noncontributory defined-benefit plan (the "DB Pension Plan") and a 401(k) plan (the "Retirement Savings Plan"). The Company makes both matching contributions and discretionary contributions under the Retirement Savings Plan, which covers substantially all employees of the Company.

The DB Pension Plan was closed to new employees at year-end 2009 and was frozen on July 31, 2015. The benefits under the DB Pension Plan are based on years of service, age and percentages of the employees' average final compensation. The Retirement Savings Plan offers the participant a wide range of investment alternatives from which to choose. Assets of the Company's DB Pension Plan are invested in mutual funds and cash equivalents.

The Retirement Savings Plan covers substantially all employees of the Company who have reached the age of 21. The Company makes matching contributions to an account set up in the participant's name. Employees may contribute a percentage of their eligible compensation with a Company match of such contributions up to a maximum match of 2%. The Company also provided an additional employer contribution of 2% of the employee's base pay. The Company’s expense associated with these contributions was $3.4 million in 2024, $3.2 million in 2023, and $3.1 million in 2022. In addition, discretionary contributions are made once per year and equals a percentage of pay and varies based on the participant's age, service, and tenure with the Company. Expenses related to the discretionary contributions totaled $3.9 million in 2024, $4.2 million in 2023, and $4.1 million in 2022.

The Company has an Employee Stock Ownership Plan ("ESOP") covering substantially all employees of the Company that have at least one year of service. The ESOP allows for Company contributions in the form of common stock of the Company. Annually, the Tompkins Board of Directors determines a profit-sharing payout to its employees in accordance with a performance-based formula. A percentage of the approved amount is paid in Company common stock into the ESOP. Contributions are limited to a maximum amount as stipulated in the ESOP. The remaining percentage is either paid out in cash, contributed to a health savings account, or deferred into the Retirement Savings Plan at the direction of the employee. Compensation expense related to the profit-sharing payout totaled $3.8 million in 2024, $1.4 million in 2023, and $5.3 million in 2022.

The Company maintains supplemental employee retirement plans ("SERPs") for certain executives. In 2016, certain SERPs were amended and restated to reflect changes resulting from the freezing of the DB Pension Plan, and the Company entered into additional SERP agreements with certain executives. In 2019, the SERP for the Company's CEO was amended to expand the definition of "Earnings" under the SERP to better align the scope of compensation included in our CEO's retirement benefits with chief executive compensation in a manner that is more consistent with market practice. All benefits provided under the SERPs are unfunded and the Company makes payments to plan participants.

The Company also maintains a post-retirement welfare benefit plan that provides health and death benefits for certain team members. Under this plan, as amended in 2005, the Company contributes toward post-retirement healthcare benefits for employees who commenced employment prior to January 1, 2005. Retirees and employees who were eligible to retire when the health benefit was amended were unaffected. Generally, all other employees were eligible for Health Reimbursement Accounts ("HRA") with an initial balance equal to the amount of the Company’s estimated then current liability. Contributions to the plan are limited to an annual contribution of 4% of the total HRA balance. Employees, upon retirement, will be able to utilize their HRA for qualified health costs and deductibles. In 2019, the death benefit was discontinued for new entrants, and only employees who had attained age 50 as of February 1, 2020 are eligible to earn this benefit.

The Company engages independent, external actuaries to compute the amounts of liabilities and expenses relating to all of its employee benefits plans, subject to the assumptions that the Company selects. The benefit obligation for these plans represents the liability of the Company for current and former employees, and is affected primarily by the following: service cost (benefits attributed to employee service during the period); interest cost (interest on the liability due to the passage of time); actuarial gains/losses (experience during the year different from that assumed and changes in plan assumptions); and benefits paid to participants.

GAAP requires an employer to recognize in its statements of condition as an asset or liability the overfunded or underfunded status of a defined benefit postretirement plan, measured as the difference between the fair value of plan assets and the benefit obligation. For a pension plan, the benefit obligation is the projected benefit obligation; for any other postretirement benefit plan, such as a retiree health care plan, the benefit obligation is the accumulated postretirement benefit obligation. The following table sets forth the changes in the projected benefit obligation for the DB Pension Plan and SERPs and the accumulated post-retirement benefit obligation for the Life and Healthcare Plan, the respective plan assets, and the plans’ funded status and amounts recognized in the Company’s Consolidated Statements of Condition at December 31, 2024 and 2023 (the measurement dates of the plans).


	DB Pension Plan				Life and Healthcare Plan				SERP Plan
(In thousands)	2024		2023		2024		2023		2024		2023
Change in benefit obligation:
Benefit obligation at beginning of year	$	70,718	$	70,521	$	7,603	$	7,603	$	24,961	$	24,991
Service cost	0		0		25		33		59		43
Interest cost	3,188		3,275		342		354		1,130		1,148
Plan participants’ contributions	0		0		87		92		0		0


Actuarial loss (gain)	(4,288)		1,242		(815)		(153)		(2,259)		(315)
Benefits paid	(4,352)		(4,320)		(337)		(326)		(1,019)		(906)
Benefit obligation at end of year	$	65,266	$	70,718	$	6,905	$	7,603	$	22,872	$	24,961
Change in plan assets:
Fair value of plan assets at beginning of year	$	84,644	$	78,885	$	0	$	0	$	0	$	0
Actual return on plan assets	8,025		10,079		0		0		0		0
Plan participants’ contributions	0		0		87		92		0		0
Employer contributions	0		0		250		234		1,019		906
Benefits paid	(4,353)		(4,320)		(337)		(326)		(1,019)		(906)
Fair value of plan assets at end of year	$	88,316	$	84,644	$	0	$	0	$	0	$	0
Funded (unfunded) status	$	23,050	$	13,926	$	(6,905)	$	(7,603)	$	(22,872)	$	(24,961)

The benefit obligation for the DB Pension Plan at December 31, 2024 and 2023, was $65.3 million and $70.7 million, respectively. The accumulated benefit obligation for the Life and Healthcare Plan at December 31, 2024 was $6.9 million compared to $7.6 million at December 31, 2023. The accumulated benefit obligation for the SERPs at December 31, 2024 was $20.0 million and was $21.1 million at December 31, 2023. The funded status of the DB Pension Plan was recognized in accrued interest and other assets, and the unfunded status of the Life and Healthcare Plan and the SERPs was recognized in other liabilities in the Consolidated Statements of Condition at December 31, 2024 in the amounts of $23.1 million, $(6.9) million, and $(22.9) million, respectively. The funded status of the DB Pension Plan was recognized in accrued interest and other assets, and the unfunded status of the Life and Healthcare Plan and the SERPs was recognized in other liabilities in the Consolidated Statements of Condition at December 31, 2023, in the amounts of $13.9 million, $(7.6) million, and $(25.0) million, respectively.

The actuarial (gain) loss shown above totaling a gain of $7.4 million in 2024 and a loss of $774,000 in 2023 were mainly the result of changes in the discount rates used to measure the benefit obligation of all plans at year end compared to those used at the prior year-end. The specific discount rates for each plan at December 31, 2024 and December 31, 2023 are provided below.


(In thousands)	DB Pension Plan						Life and Healthcare Plan						SERP Plan
Components of net periodic benefit cost	2024		2023		2022		2024		2023		2022		2024		2023		2022
Service cost	$	0	$	0	$	0	$	25	$	33	$	174	$	59	$	43	$	78
Interest cost	3,188		3,275		1,985		342		354		223		1,130		1,148		814
Expected return on plan assets	(5,147)		(4,789)		(5,885)		0		0		0		0		0		0
Amortization of prior service (credit) cost	0		0		0		(42)		(61)		(61)		226		278		277
Recognized net actuarial loss (gain)	0		1,156		1,217		0		(40)		196		0		0		847


Net periodic benefit (credit) cost	$	(1,959)	$	(358)	$	(2,683)	$	325	$	286	$	532	$	1,415	$	1,469	$	2,016


(In thousands)	DB Pension Plan						Life and Healthcare Plan						SERP Plan
	2024		2023		2022		2024		2023		2022		2024		2023		2022
Net actuarial gain	$	(7,166)	$	(4,048)	$	(1,080)	$	(815)	$	(153)	$	(2,598)	$	(2,259)	$	(315)	$	(9,083)
Recognized actuarial (loss) gain	(976)		(1,156)		(1,217)		61		40		(196)		0		0		(847)

Recognized prior service cost (credit)	0		0		0		43		61		61		(226)		(278)		(277)


Recognized in other comprehensive loss	$	(8,142)	$	(5,204)	$	(2,297)	$	(711)	$	(52)	$	(2,733)	$	(2,485)	$	(593)	$	(10,207)
Total recognized in net periodic benefit cost and other comprehensive income (loss)	$	(10,101)	$	(5,562)	$	(4,980)	$	(386)	$	234	$	(2,201)	$	(1,070)	$	876	$	(8,191)

Pre-tax amounts recognized as a component of accumulated other comprehensive income (loss) as of year-end that have not been recognized as a component of the Company’s combined net periodic benefit cost of the Company’s DB Pension Plan, Life and Healthcare Plan and SERPs are presented in the following table:


(In thousands)	DB Pension Plan						Life and Healthcare Plan						SERP Plan
	2024		2023		2022		2024		2023		2022		2024		2023		2022
Net actuarial loss (gain)	$	25,123	$	33,265	$	38,468	$	(1,775)	$	(1,022)	$	(909)	$	(1,972)	$	287	$	603
Prior service cost (credit)	0		0		0		(62)		(104)		(165)		1,085		1,311		1,588
Total	$	25,123	$	33,265	$	38,468	$	(1,837)	$	(1,126)	$	(1,074)	$	(887)	$	1,598	$	2,191


(In thousands)	DB Pension Plan						Life and Healthcare Plan						SERP Plan
	2024		2023		2022		2024		2023		2022		2024		2023		2022
Discount Rates
Benefit Cost for Plan Year	4.75	%	4.95	%	2.63	%	4.79	%	4.98	%	2.69	%	4.78	%	4.98	%	2.71	%
Benefit Obligation at End of Plan Year	5.42	%	4.75	%	4.95	%	5.46	%	4.79	%	4.98	%	5.46	%	4.78	%	4.98	%
Expected long-term return on plan assets	6.25	%	6.25	%	6.25	%	N/A		N/A		N/A		N/A		N/A		N/A
Rate of compensation increase
Benefit Cost for Plan Year	N/A		N/A		N/A		4.00	%	4.00	%	4.00 %		5.00	%	5.00	%	5.00 %
Benefit Obligation at End of Plan Year	N/A		N/A		N/A		4.00 %		4.00 %		4.00 %		5.00	%	5.00	%	5.00 %

To develop the expected long-term rate of return on assets assumption for the DB Pension Plan, the Company considered the historical returns and the future expectations for returns for each asset class, as well as target asset allocations of the pension portfolio. Based on this analysis, the Company selected 6.25% as the long-term rate of return on assets assumption.

The discount rates used to determine the Company’s DB Pension Plan and other post-retirement benefit obligations as of December 31, 2024, and December 31, 2023, were determined by matching estimated benefit cash flows to a yield curve derived from Citigroup’s regular bond yield at December 31, 2024 and December 31, 2023.

Based on the Company’s anticipation of future experience under the DB Pension Plan, the mortality tables used to determine future benefit obligations under the plan were updated as of December 31, 2021 to the PRI-2012 Mortality Tables with Mortality Improvement Scale MP 2021. The Company updated this assumption based on the newest improvement table released by The Society of Actuaries as of December 31, 2024. The appropriateness of the assumptions is reviewed annually.

Plan assets are amounts that have been segregated and restricted to provide benefits, and include amounts contributed by the Company and amounts earned from investing contributions, less benefits paid. The Company funds the cost of the SERPs and the Life and Healthcare Plan benefits on a pay-as-you-go basis.


(In thousands)	DB Pension Plan		Life and Healthcare Plan		SERP Plan
2025	$	4,446	$	486	$	958
2026	4,620		487		948
2027	4,772		500		925
2028	4,744		493		900
2029	4,865		478		1,069
2029-2033	24,569		2,256		9,706
Total	$	48,016	$	4,700	$	14,506

It is the policy of the Trustees of the Plan to invest the Pension Trust Fund (the "Fund") for total return. The Trustees seek the maximum return consistent with the interests of the participants and beneficiaries and prudent investment management. The management of the Fund’s assets is in compliance with the guidelines established in the Company’s Pension Plan and Trust Investment Policy, which is reviewed and approved annually by the Tompkins Board of Directors, and the Retirement Plan Management Committee.

The intention is for the Fund to be prudently diversified. The Fund’s investments will be invested among the fixed income, equity and cash equivalent sectors. The Retirement Plan Management Committee will designate minimum and maximum positions in any of the sectors. In no case shall more than 10% of the Fund assets consist of qualified securities or real estate of the Company. Unless otherwise approved by the Trustees of the Plan, the following investments are prohibited:

In general, the investment in debt securities is limited to readily marketable debt securities having a Standard & Poor’s rating of "A" or Moody’s rating of "A", securities of, or guaranteed by the United States Government or its agencies, or obligations of banks or their holding companies that are rated in the three highest ratings assigned by Fitch Investor Service, Inc. In addition, investments in equity securities must be listed on the NYSE or traded on the national Over-the-Counter market or listed on the NASDAQ. Cash equivalents generally may be United States Treasury obligations, commercial paper having a Standard & Poor’s rating of "A-1" or Moody’s National Credit Officer rating of "P-1"or higher.

The major categories of assets in the Company’s DB Pension Plan as of year-end are presented in the following table. Assets are segregated by the level of valuation inputs within the fair value hierarchy established by ASC Topic 820 utilized to measure fair value (see "Note 18 - Fair Value Measurements").


Fair Value Measurements
December 31, 2024
(In thousands)	Fair Value 2024		(Level 1)		(Level 2)		(Level 3)
Cash and cash equivalents	$	966	$	966	$	0	$	0



Common stocks	34,249		34,249		0		0
Mutual funds	53,101		53,101		0		0

Total Fair Value of Plan Assets	$	88,316	$	88,316	$	0	$	0


Fair Value Measurements
December 31, 2023
(In thousands)	Fair Value 2023		(Level 1)		(Level 2)		(Level 3)
Cash and cash equivalents	$	1,023	$	1,023	$	0	$	0



Common stocks	25,975		25,975		0		0
Mutual funds	57,646		57,646		0		0

Total Fair Value of Plan Assets	$	84,644	$	84,644	$	0	$	0

The Company determines the fair value for its pension plan assets using an independent pricing service. The pricing service uses a variety of techniques to determine fair value, including market maker bids, quotes and pricing models. Inputs to the model include recent trades, benchmark interest rates, spreads, and actual and projected cash flows. Based on the inputs used by our independent pricing services, the Company identifies the appropriate level within the fair value hierarchy to report these fair values. U.S. Treasury securities, common stocks and mutual funds are considered Level 1 based on quoted prices in active markets.

Life insurance benefits are provided to certain officers of the Company. In connection with these policies, the Company reflected life insurance assets on its Consolidated Statements of Condition of $76.4 million at December 31, 2024, and $67.9 million at December 31, 2023. The insurance is carried at its cash surrender value on the Consolidated Statements of Condition. The Company purchased $6.3 million of insurance in 2024. In the fourth quarter of 2023, the Company surrendered certain separate account BOLI policies. Increases in the cash surrender value of the insurance are reflected as noninterest income, net of any related mortality expense.

The Company provides split dollar life insurance benefits to certain employees. The plan is unfunded and the estimated liability of the plan is recorded in other liabilities in the Consolidated Statements of Condition at $1.7 million as of December 31, 2024 and $1.5 million as of December 31, 2023. Compensation expense related to the split dollar life insurance was approximately $177,000 in 2024 and $3,000 in 2023.