Community Financial System (CBU) Proxy Filing summary

Executive summary

• Achieved record revenues in all four business lines in 2024, with total operating revenues up 5.9% and net income up 38.3%.

• Increased loans outstanding by 7.5% and maintained robust regulatory capital ratios and strong liquidity.

• Raised the cash dividend by 2.2%, marking 32 consecutive years of increases.

• Recognized by Forbes as one of America's and the World's Best Banks.

Voting matters and shareholder proposals

• Election of 12 directors for one-year terms.

• Advisory vote on executive compensation (say-on-pay).

• Ratification of PricewaterhouseCoopers LLP as independent auditor for 2025.

• Shareholders of record as of March 24, 2025, are entitled to vote.

Board of directors and corporate governance

• Board added five new directors in six years, enhancing diversity and expertise.

• 50% of nominees are diverse by gender, ethnicity, or race; 92% are independent.

• Mandatory retirement at age 70 and annual board/committee self-evaluations.

• Majority voting standard for uncontested director elections.