Item 1. Business
Canandaigua National Corporation
The Canandaigua National Corporation, referred to as The Corporation, was organized on October 31, 1984, and registered under the Bank Holding Company Act of 1956, for the purpose of becoming a one-bank holding company. The formation of the bank holding company was consummated on May 31, 1985, through the exchange of 80,000 shares of Canandaigua National Corporation $50 par value common stock for all of the outstanding shares of The Canandaigua National Bank and Trust Company. The one-bank holding company serves as a means of increasing the scope of banking and financial services in the market area served by The Canandaigua National Bank and Trust Company. The Corporation acquired Greater Funding of New York, Inc. (GFNYI) d/b/a Greater Funding, the Mortgage Company during 1996 BY purchasing its remaining 66.3% shares not owned by the Company. GFNYI offers mortgage products that the bank is not licensed to offer, therefore offering their customer base a larger range of products. GFNYI is engaged in underwriting and funding mortgages in western New York State. GFNYI typically resells residential mortgages to entities, which service the loans. The Bank will remain the principal source of the Corporation's operating revenue and net income.
The Canandaigua National Bank and Trust Company
The Canandaigua National Bank and Trust Company ("Bank") was incorporated under the laws of The United States of America as a national bank in 1887. Since that time, Bank has operated as a national banking association doing business at several locations in Ontario County and at its Branch locations in the town of Mendon and Village of Pittsford in Monroe County, New York.
As of December 31, 1996, Bank had total assets of approximately $360,623,000; total stockholders' equity of approximately $39,119,000; and total deposits of approximately $307,966,000. Its deposits are insured through the Bank Insurance Fund by the Federal Deposit Insurance Corporation.
Bank engages in a full service commercial and consumer banking and trust business. Bank, with its main office at 72 South Main Street, Canandaigua, New York, provides services to its customers through its network of ten branches which include drive-in facilities and customer Bank communication terminals. Bank's full service offices are located in Ontario County and in the town of Mendon and Village of Pittsford in Monroe County, New York.
Bank's services include accepting time, demand and savings deposits, NOW accounts, regular savings accounts, money market certificates, investment certificates, fixed rate certificates of deposit and club accounts. Its services also include making secured and unsecured commercial and consumer loans, financing commercial transactions either directly or through regional industrial development corporations, making construction and mortgage loans and the renting of safe deposit facilities. Additional services include making residential mortgage loans, revolving credit loans with overdraft checking protection, small business loans, and student loans. Bank's business loans include seasonal, credit, collateral, and term loans. Trust services provided by Bank include services as executor and trustee under
Item 1. Business
The Canandaigua National Bank and Trust Company - continued
wills and deeds, as guardian and custodian and as trustee and agent for pension, profit sharing, individual retirement account and other employee benefit trusts as well as various investment, pension and estate planning services. Trust services also include service as transfer agent and registrar of Canandaigua National Corporation stock and as paying agent for various bond issues and as escrow agent. In 1995 the Bank formed a subsidiary (CNB Operating Subsidiary No.1, Inc.). The primary business of this company is to sell life insurance to individuals. This company is an agency only. During 1996 the Bank purchased the Burlingham Agency, Inc. The primary business of this company is to sell life insurance to individuals. This company is an agency only. The Bank purchased Burlingham Agency to gain access to an already established business with a customer base. By this purchase the Bank can offer a full line of products.
Bank has a relatively stable deposit base and no material amount of deposits are obtained from a single depositor or group of depositors (including federal, state and local governments). Bank has not experienced any significant seasonal fluctuations in the amount of its deposits nor does Bank rely on foreign sources of funds or income.
Territory Served and Competition
All phases of Bank's business are highly competitive. Bank's market area is generally Ontario County, with concentration in the Canandaigua, New York area. Bank competes with local commercial banks as well as other commercial banks with branches in Bank's market area as well as federal savings and loan associations and non-bank banks and credit unions. Bank considers its competition to be Chase Manhattan Bank, N.A., Key Bank, National Bank of Geneva, Community Bank, N.A., and WCTA Federal Credit Union located in Canandaigua, New York and Sears Financial Network Center and Fleet Bank, located in Rochester, New York.
Bank, along with other commercial banks, competes with respect to its lending activities as well as in attracting demand deposits, with savings banks, savings and loan associations, insurance companies, regulated small loan companies, non-bank banks and credit unions. Bank also competes with insurance companies, investment counseling firms, mutual funds and other business firms and individuals in corporate trust and investment management services.
Bank is generally competitive with all financial institutions in its service area with respect to interest rates paid on time and savings deposits and interest rates charged on loans and service charges on deposit accounts. Bank employed 204 people as of December 31, 1996.
Supervision and Regulation
Canandaigua National Corporation is incorporated under the laws of the State of New York and is directly supervised by the Federal Reserve Bank under the laws governing one-bank holding companies. In addition, the Corporation reports to the Securities and Exchange Commission under the laws governing corporations with registered securities.
As a national bank and member of the Federal Reserve System, the Bank is subject to regulations of the Comptroller of the Currency and the Board of Governors of the Federal Reserve System. As an insured bank under the Federal Deposit Insurance Act, Bank is also regulated by the Federal Deposit Insurance Corporation. Representatives of the Comptroller of the Currency regularly conduct examinations of Bank's affairs and records, and Bank must furnish quarterly reports to the Comptroller.
Government Monetary Policies and Economic Controls
The earnings of Bank are affected by the policies of regulatory authorities including the Comptroller of the Currency, the Board of Governors of the Federal Reserve System and the Federal Deposit Insurance Corporation. An important function of the Federal Reserve System is to regulate the money supply and interest rates. Among the instruments used to implement these objectives are open market operations in U.S. Government Securities, changes in reserve requirements against member bank deposits, and changes in the federal discount rate. These instruments are used in varying combinations to influence overall growth and distribution of bank loans, investments and deposits, and their use may also affect interest rates charged on loans or paid for deposits.
The policies and regulations of the Federal Reserve Board have had, and will probably continue to have, a significant effect on Bank's deposits, loans and investment growth, as well as the rate of interest earned and paid, and are expected to affect Bank's operations in the future. The effect of such policies and regulations, if any, upon the future business and earnings of Bank cannot accurately be predicted.
Consolidated Financial and Statistical Data
A detailed review of the business activities of the Corporation and Bank is presented in the following pages.
I. Distribution of Assets, Liabilities and Stockholders' Equity; Interest Rates and Interest Differential
(1) Non-accrual loans are included in the average loan balance. (2) Loan interest includes fees on loans of $753,171, $610,946, and $758,214 in 1996, 1995, and 1994 respectively. (3) Yields for securities were calculated based on amortized cost of securities.
Note: Volume changes are computed by multiplying the volume difference by the prior year's rate. Rate changes are computed by multiplying the rate difference by the prior year's balance.
The change in interest due to both rate and volume has been allocated to rate and volume changes in proportion to the relationship of the absolute dollar amounts of the change in each.
Note: (a) Securities with no stated maturity are included in the "Over Ten Years" category.
(b) Yield on "States and Political Subdivisions" (non-taxable investments) are not reflected on a tax equivalent basis.
III. Loan Portfolio
The loan portfolio is comprised solely of domestic loans which are widely diversified with no concentrations in an industry group or with borrowers engaged in similar activities. The following summary shows the classifications of loans by category.
B. Maturities and Sensitivities of Loans to Changes in Interest Rates
The following table sets forth the maturities and sensitivity to changes in interest rates of the loan portfolio exclusive of real estate mortgage and installment loans as of December 31, 1996.
Remaining Maturity Within One Through Over One Year Five Years Five Years Total (Dollars In Thousands)
Commercial, financial and agricultural $10,268 $ 7,926 $9,309 $27,503 Loans maturing after one year: With a predetermined interest rate $ 8,729 With a floating or adjustable rate $ 8,506
The maturities set forth above are based upon contracted maturities. Demand loans, overdrafts and certain time loans, the principal of which will be renewed in whole or in part, are included in the "Within One Year" classification. The loan policy encourages a repayment schedule to be set up whenever possible.
B. Maturities and Sensitivities of Loans to Changes In Interest Rates - continued
Bank policy provides that a demand loan should not be renewed more than once, with renewals at the then prevailing interest rates and with the assurance the borrower demonstrates the ability to repay on maturity of the loan.
The Bank provides standby letters of credit commitments which also provide for availability of funds over a period of generally one year. All such commitments have fixed expiration dates and may require the payment of a fee.
The Bank extends lines of credit under which a customer may borrow for various purposes such as letters of credit. The extension of these commitments and lines of credit have been in the normal course of business. In the opinion of Management, at December 31, 1996, there are no material commitments to extend credit which represent unusual risks.
The accrual of interest on commercial and real estate loans is discontinued when the loans become 90 days delinquent or when, in management's judgment, the collection of principal and interest is uncertain. Recognition of interest income on non-accrual loans does not resume until management considers principal and interest collectible. Installment loans are generally charged off upon becoming 120 days past due.
Additional gross income of $841,000, $739,000, and $496,000 would have been reported during 1996, 1995, and 1994, respectively, if the loans reported above as non-accrual and restructured loans had been current in accordance with the original terms.
(2) Potential Problem Loans
Loans which are not disclosed pursuant to Item III C. (1), but where known information about credit problems of borrowers causes Management to have serious doubts as to the ability of such borrowers to comply with present loan repayment terms which may result in disclosure in Item III C. (1) above amounted to $325,071 as of December 31, 1995. There were no potential problem loans as of December 31, 1996.
(1) Loans are shown net of unearned discount. (2)Includes Residential and Commercial Mortgages.
The determination of the allowance for loan losses is based on an analysis of the loan portfolio and reflects an amount which, in management's judgment, is adequate to provide for loan losses. This analysis is based on management's periodic evaluation, which considers factors such as past loss experience, identification of adverse conditions that may affect a borrower's ability to repay, an assessment of current and expected economic conditions and the estimated value of any underlying collateral. The allowance for loan losses is applicable for any loan losses despite the allocation provided above. In addition, future allocations may change due to circumstances inherent in the loan portfolio
(1)Includes Commercial Mortgages.
Item 2.
Item 2. Properties
Canandaigua National Corporation occupies space at the main office of the Bank. No real property is owned by the Corporation. The Corporation leases real property in Farmington, Mendon, Manchester, Victor (Eastview Mall), Pittsford, under long-term renewable leases. The premises are sublet to the Bank for its Farmington Branch Office.
The Bank's operations are conducted from nine offices located in Ontario County, New York and two offices located in Monroe County, New York. The main office of the Bank is a three-story structure located at 72 South Main Street, Canandaigua, New York. The administrative, operational and electronic data processing offices of the Bank are located in this facility. The Bank owns branch offices which are located on the main street in Victor, New York; Holcomb, New York; and Honeoye, New York. The Bank subleases space for branch offices in Farmington, New York, at Wade's Supermarket located on Route 96; in Canandaigua, New York at 709 South Main Street; in Shortsville-Manchester in the Bliss Shurfine Foodmart; in the Town of Mendon, Monroe County, New York in the Hitching Post Plaza in the Big-M Food Market; in Victor, New York in the Eastview Mall and in Pittsford, New York at State Street. There are drive-in facilities located at all offices except for the Eastview Mall and Pittsford offices.
The Bank provides 24-hour banking services to Bank customers through automatic teller facilities located at each office and through remote Automatic Teller Machines located at the Finger Lakes Community College on Lincoln Hill in the Town of Hopewell, New York, and at F.F. Thompson Hospital located on North Parrish Street, Canandaigua, New York.
The carrying value of the properties as of December 31, 1996, which is required to be included herein pursuant to Item 102 of Regulation S-K, is included under the caption "Notes to Consolidated Financial Statements" set forth on pages 13 through 29 of the 1996 Annual Report to Stockholders and is incorporated herein by reference.
Item 3.
Item 3. Legal Proceedings
The Company and its subsidiaries are not involved in any pending legal proceeding other than routine legal proceedings undertaken in the ordinary course of business. In the opinion of the management, after consultation with counsel, the aggregate amount involved in such proceedings is not material to the consolidated financial condition or results of operations of the Company.
Item 4.
Item 4. Submission of Matters to a Vote of Security Holders NONE
PART II
Item 5.
Item 5. Market for the Registrant's Common Stock and Related Security Holder Matters
The information required to be included herein, pursuant to Item 201 of Regulation S-K, is incorporated herein by reference from the pages of the 1996 Annual Report to Stockholders and proxy statement set forth below:
Required Information Annual Report Caption Annual Report Page Market information "Common Stock Data" 30
Dividends "Common Stock Data" 30 "Stockholders' Equity" 11
Holdings: (At December 31, 1996, the Corporation had approximately 684 shareholders.) Information regarding beneficial ownership of the Corporation's stock is set forth on pages 1, 2, 3, and 7 of the Corporation's proxy statement and incorporated herein by reference.
Item 6.
Item 6. Selected Financial Data
Item 7.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
The purpose of this discussion is to focus on information about Canandaigua National Corporation's financial condition and results of operations which is not otherwise apparent from the consolidated financial statements in the annual report. Reference should be made to those statements and the selected financial data presented elsewhere in this report for an understanding of the following discussion and analysis.
Liquidity and Interest Rate Sensitivity Management
Liquidity is defined as the ability to generate adequate amounts of cash to meet the demand for cash from depositors who wish to withdraw funds, borrowers who require funds to meet their credit needs, and the need for operating funds and capital expansion.
Interest rate sensitivity management seeks to avoid fluctuating net interest margins and to enhance consistent growth of net interest income through periods of changing interest rates. Thus liquidity and interest rate sensitivity must be jointly managed through asset/liability policy to provide optimum results for the Corporation.
Asset liquidity is found in cash, federal funds sold, deposits with other financial institutions, short term security holdings, and loan repayments. On average for 1996, federal funds sold, cash and due from banks, and interest bearing deposits with other banks totaled $22.2 million. The securities portfolio is also an important source of liquidity. As of December 31, 1996, approximately $29.9 million amortized cost of the portfolio will be mature in one year or less. Combining these two major sources of liquidity, the Corporation had $52.1 million of readily available assets, which is 15.6% of average assets for 1996. Management believes that liquidity needs are adequately addressed, but also has short term and long term borrowings available from the Federal Reserve Bank and the Federal Home Loan Bank.
Interest rate sensitivity varies with different types of interest earning assets and interest bearing liabilities. In general, short term interest sensitive assets, such as loans tied to the prime rate, will have greater sensitivity than fixed rate home mortgages or securities due in over one year. Similarly, money market and passbook savings accounts have more sensitivity than certificates of deposit maturing after one year. The Corporation has chosen to limit both its asset and liability exposure in longer term time frames so as to avoid large mismatches of assets and liabilities that could cause large earnings swings.
During 1996, increased consumer lending which was not supported by deposit growth but by short-term borrowings led to a decline in the Rate Sensitive Assets/Rate Sensitive Liabilities equation. The Corporation believes this mismatch will continue for sometime and is aware of its challenge to interest rate risk.
The chart indicates that the Corporation was repricing $101.6 million more of interest earning liabilities than interest bearing assets in the 0-3 month range. This gap is not considered to be a problem, as a good portion of the savings balances are not considered sensitive to rate change. However, the Corporation will be challenged in a rising interest rate environment to maintain its interest margins. For the 4-12 month period, the Corporation is modestly liability sensitive, as $6.0 million more of interest bearing liabilities are being repriced than interest earning assets. For the entire one year range, the Corporation is repricing $107.6 million more interest bearing liabilities than assets, or 32.68% of earning assets. This liability sensitivity has increased from $58.3 million and 20.21% of earning assets last year. The imbalance was due to the increase in short-term certificates of deposit and short-term borrowings to fund loans with a longer maturity. The Corporation is asset sensitive at $117.4 million for the one to five year range, as interest earning assets increased $33.4 million from last year's amounts, along with an interest bearing liabilities increase of $.6 million.
For the entire portfolio range, the Corporation is asset sensitive at $68.0 million versus asset sensitivity of $61.3 million last year. With interest rate forecasts continuing to suggest declines, our earnings should be favorably impacted if we can continue to cut liability rates at the same pace as earning assets. We will have some difficulty, however, as short term liability rates are at or near historic lows. Continued declines could lead to deposit outflows, as investors seek higher returns in other available products. We may have to limit our liability rate decreases in order to continue to fund the bank, and that may have a slightly negative impact on historic spreads. Hopefully increasing lending will offset some of the decline.
Capital Resources Total Stockholders' equity at December 31, 1996, was $39,119,000, representing an increase of $1,722,000 (or 4.6%) over 1995. Primary capital, defined as shareholders equity plus loan loss reserve, was $41,794,000 at December 31, 1996, or 11.59% of average assets versus $39,655,000 or 12.50% of average assets at December 31, 1995.
The Federal Reserve Board standards require banks and bank holding companies to maintain capital based on "risk adjusted" assets so that categories of assets with potentially higher credit risk will require more capital backing than assets with lower risk. In addition, banks and bank holding companies are required to maintain capital to support, on a risk- adjusted basis, certain off balance sheet activities such as loan commitments and interest rate swaps. Capital is classified into two tiers. Tier 1 capital consists of common shareholders' equity, non-cumulative and cumulative perpetual preferred stock, and minority interests less goodwill and less net unrealized gain on securities available for sale. Tier 2 capital consists of allowances for loan and lease losses, hybrid capital instruments, term subordinated debt, and intermediate-term preferred stock. All banks are required to meet a minimum ratio of 8% of qualifying total capital to risk adjusted total assets with at least 4% Tier 1 capital.
As shown in the table, the Corporation's Tier 1 Risk Based Capital has grown 4.6%, and Total Risk Based Capital has increased 5.4% from year end 1995 levels.
The leverage ratio (Tier 1 Capital divided by total assets less goodwill) must be at least 3%. The Corporation's leverage ratio was 11.11% as of December 31, 1996.
The capital ratios of the Corporation are strongly in excess of minimum regulatory requirements, indicating an ability to meet customer demand and market competition, while providing sufficient earnings to strengthen the capital base annually. The Corporation believes that its strong capital base will allow it to continue a reasonable dividend payment.
Dividends Payments of dividends by the Bank to the Company is limited or restricted in certain circumstances. According to federal banking law, the approval of the Office of the Comptroller of the Currency is required for the declaration of dividends in any year which dividends exceed the total of net income for that year plus retained income for the preceding two years. At December 31, 1996, approximately $7,094,000 was available for payment of dividends to the Company.
Cash dividends for 1996 amounted to $1,414,000, an increase of $287,000 or 11.2% over the $1,127,000 paid in 1995. Dividends paid were 48.0% and 28.8% of 1996 and 1995 earnings respectively.
Results of Operations Net interest income is the difference between interest received from earning assets and interest paid on interest bearing liabilities. It is affected by both the volume and rates applied to both earnings assets and liabilities, and therefore, is an effective measurement of how well management has balanced and reacted to the Corporation's interest rate sensitive assets and liabilities.
For the year ended December 31, 1996, the Corporation had $307.8 million average earning assets, up $12.5 million or 4.2% from the year earlier. Average interest bearing liabilities were $244.8 million for 1996, up $8.3 million or 3.5% from 1995. The increase in earning assets reflects the expansion of our indirect product into the Rochester, NY area. Liability growth has begun, due to the Company borrowing from the Federal Home Loan Bank to fund the asset growth. While being mindful of the Corporation's customers' needs, management was able to increase net interest income for 1996 to $16.7 million, up from $16.0 million for 1995, reflecting an increase of 4.38% for 1996.
The yield on interest earning assets was 8.29% in 1996, down from 8.41% in 1995. Cost of funds decreased, to 3.59% from 3.72% in 1995. Management continued to stress the cost and size control of liabilities during 1996, and therefore the net yield increased to 4.70% from 4.69% in 1995. Net interest income as a percentage of earning assets (net interest rate margin) remained the same at 5.43%, as the $673,000 increase in net interest income was derived from successfully managing the changing interest rate environment during the year, in conjunction with the previously mentioned increase in total earning assets. Management believes these results are an indication that its interest rate sensitivity planning is functioning well.
The provision for loan losses in 1996 was $1,490,000, up $459,000 from 1995. The allowance for loan loss as of December 31, 1996 was $2.7 million, or 1.03% of loans outstanding at year end 1996. This ratio is slightly lower than that of 1995 (1.08%). The cause for the decrease of this ratio is due to the large increase of the loan portfolio in 1996 of $47.5 million. Also, charge- offs rose to $1,637,000 in 1996 from $1,229,000 in 1995, recoveries of loans charged off increased to $564,000 in 1996 from $254,000 in 1995. Management believes its ability to properly manage the loan portfolio and current loan loss policies are effective.
The Corporation`s investment portfolio book value fell to $70.0 million at December 31, 1996 from $70.5 million at December 31, 1995, reflecting a decrease of .71%.
Other income for 1996 increased to $3.9 million from $3.4 million, reflecting an increase of $521,000 or 15.4%. Service charges on deposit accounts were up $57,000 to $1,661,000. Other operating income for 1996 rose to $940,000 from $678,000 reflecting an increase of $262,000. Strong demand for our trust services in our traditional markets as well as in our new Pittsford location led to an increase of Trust Income to $1,337,000 up from $1,071,000 in 1995.
PART III
Item 10. Directors and Executive Officers
(a) Directors
The information with respect to the directors of the Corporation, which is required to be included herein pursuant to Item 401 of Regulation S-K, is included under the caption "Election of Directors" on the Proxy Statement, dated February 26, 1997, and is incorporated herein from the Proxy Statement by reference. There are no arrangements or understandings between any director and any other person pursuant to which the director was selected.
(b) Executive Officers
The name, age and position of the executive officer of the Corporation as of December 31, 1996, is set forth on page 6 of the Proxy Statement dated February 26, 1997 under the caption "Principal Officers" and is incorporated herein by reference. Officers are generally elected annually by the Board of Directors at the meeting of directors immediately following the annual meeting of stockholders. The disclosure of family relationships between the executive officer and directors of the Corporation is set forth on page 4 of the Proxy Statement dated February 26, 1997 and is incorporated herein by reference. There are no arrangements or understandings between the executive officer and any other person pursuant to which the executive officer was selected.
No Director or executive officer of the Corporation has received any remuneration from the Bank or the Corporation in his capacity as a director or executive officer of the Corporation.
The executive officer of the Corporation has been an officer of the Bank for five years or more.
Directors and the executive officer as a group beneficially owned 15,264 shares or 9.47% of the shares outstanding. Shares owned directly total 13,964 and shares held by directors, executive officer, or their spouses in a fiduciary capacity or by their spouses individually total 1,300.
(c) Significant Employees
Not applicable (d) Family Relationship
Disclosed in Item 10 (a) - Directors
(e) Business Experience Disclosed in Item 10 (a) and 10 (b)
(f) None
(g) None
Item 11. Executive Compensation
(a) Cash Compensation
The information required to be included herein regarding executive compensation pursuant to Item 402 of Regulation S-K is included under the caption "Executive Compensation" in registrants definitive proxy statement on page 6 and is incorporated herein by reference.
During the year ended December 31, 1996, officers of the Corporation did not receive any compensation from the Corporation for services rendered in such capacity. All of the above compensation was paid by the Bank for services rendered in the course of their employment with the bank.
(b) Compensation Pursuant to Plans
The Bank has a non-contributory, profit sharing plan covering substantially all full-time employees who have completed one year of service, subject to a minimum number of hours of service with the Bank. Contributions to the profit sharing plan by the Bank are allocated among eligible participants in the proportion that each participant's "points" for the calendar year bear to the total "points" awarded for the calendar year. Participants are awarded one point for each full calendar year of employment and one point for each $100 of compensation paid such participant during that year. Voluntary contributions may be made and invested in a separate "Voluntary Account" in which the participant is always fully vested. Participants become fully-vested with non- contributory allocations upon: reaching the age of 65, disability, death, or 7 years of service as defined by the plan. If employment is otherwise terminated, partial vesting will be accorded depending upon the participant's years of service. Retirement and death benefits may be distributed in a cash lump sum or a series of equal installments, payable at least annually, over a period selected by the Profit Sharing Plan Committee. The amounts contributed to the profit sharing plan by the Bank in 1996, 1995, and 1994 were $658,000, $639,000, and $641,000 respectively.
The Corporation has an Employee Stock Ownership Plan (ESOP) for employees of its wholly-owned subsidiary, and executive officers are members of the plan. Contributions to the ESOP are allocated among eligible participants in the proportion that each participant's gross compensation bears to total compensation of all participants. Contributions to the plan for 1996, 1995, and 1994 were $52,000, $46,000, and $33,900 respectively.
The Corporation has an incentive stock plan for senior management of the Corporation. Annual contributions are made based on performance factors established by the board of directors. The Corporation has accrued a liability of $849,000 as of December 31, 1996 representing its obligation under the plan. Expenses of the plan amounted to $371,000, $155,000, and $115,000 for the years ended December 31, 1996, 1995 and 1994 and were paid by the Bank.
The following table sets forth the amount of profit sharing benefits set aside or accrued by the Bank, directly or indirectly, under the Profit Sharing Plan for the year ended December 31, 1996 for all executive officers of the Bank. Amount Set Aside or Accrued for Cumulative Name of the Year Ended Accrued Individual December 31, 1995 Benefit - ------------------------------------------------------------------------ George W. Hamlin, IV $22,334 $678,204
The following table sets forth the amount of ESOP benefits set aside or accrued by the Bank, directly or indirectly, under the ESOP for the year ended December 31, 1995 for all executive officers of the Bank. Amount Set Aside or Accrued for Cumulative Name of the Year Ended Accrued Individual December 31, 1995 Benefit - -------------------------------------------------------------------------- George W. Hamlin, IV $ 1,606 $ 16,921
(c) Other Compensation - Option/SAR Grants Table
The information required to be included herein regarding executive compensation pursuant to Item 402 of Regulation S-K is included under the caption "Executive Compensation" in registrants definitive proxy statement on page 7 and is incorporated herein by reference.
(d) Aggregated Option/SAR Exercises and Fiscal Year-End Option/SAR Value Table
The information required to be included herein regarding executive compensation pursuant to Item 402 of Regulation S-K is included under the caption "Executive Compensation" in registrants definitive proxy statement on page 6 and is incorporated herein by reference.
(e) Long-Term Incentive Plan Awards Table
NONE
(f) Defined Benefit or Actuarial Plan Disclosure
NONE
Item 13. Certain Relationships and Related Transactions
(a) Transactions with Management and Others
NONE
(b) Certain Business Relationships
NONE
(c) Indebtedness of Management
Certain directors and executive officers of the Corporation and the Bank and their associates were customers of and had transactions with the Bank in the ordinary course of the Bank's business during 1995. All outstanding loans and commitments included in such transactions were made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with others, and in the opinion of the Bank, did not involve more than a normal risk of collectibility or present other unfavorable features.
(d) Transactions with Promoters
Not applicable
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K (a) 1. Financial Statements
The following consolidated financial statements of Canandaigua National Corporation and subsidiary have been incorporated by reference in Item 8