FISI Financial Institutions Inc - 8-K

Item 7.01 Regulation FD Disclosure.

Financial Institutions, Inc. (the “Company”) issued a press release announcing that on February 12, 2026, its Board of Directors declared a cash dividend of $0.32 per common share. The Company also announced dividends of $0.75 per share on Series A 3% Preferred Stock and $2.12 per share on Series B-1 8.48% Preferred Stock. All dividends are payable April 2, 2026 to shareholders of record as of March 13, 2026.

The press release issued by the Company is furnished as Exhibit 99.1 to this Form 8-K pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”), as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, of the Exchange Act, whether made before or after the date of this report, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits .

Exhibit

Number

Description

Location

99.1

Press Release issued by Financial Institutions, Inc. on February 12, 2026

Filed Herewith

104

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