UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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Section 5 – Corporate Governance and Management

Item 5.07     Submission of Matters to a Vote of Security Holders

On Monday, May 9, 2016 Tompkins Financial Corporation (the “Company”) held its 2016 Annual Meeting of Shareholders (the “Annual Meeting”). As of the close of business March 14, 2016, the record date for the meeting, 15,022,239 shares of the Company's common stock were issued and outstanding, of which 12,306,335 were represented at the Annual Meeting in person or by proxy, and this amount represented a quorum.

Shareholders voted on the following matters at the Annual Meeting:

Set forth below are the shareholder voting results with respect to each such matter:

Proposal No. 1 – Election of Directors

The individuals named below were elected at the Annual Meeting as members of the Board of Directors, to serve for a term of one year expiring at the 2017 Annual Meeting.

Proposal No. 2 – Approval of Amendments to the Company’s 2009 Equity Plan, including the addition of 700,000 shares for issuance thereunder and re-approval of the Internal Revenue Code Section 162(m) performance criteria

The Amendments to the Company’s 2009 Equity Plan, including the addition of 700,000 shares for issuance thereunder and re-approval of the Internal Revenue Code Section 162(m) performance criteria, were approved by the following vote:

Proposal No. 3 – Ratification of the Appointment of KPMG LLP as Independent Auditors of the Company for 2016

The Audit Committee’s appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2016 was ratified by the following vote:

SIGNATURE

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.