SC 13G 1 ea134673-sc13gdalry_chemung.htm SCHEDULE 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. )*

Chemung Financial Corporation

(Name of Issuer)

Common Stock, $0.01 par value

(Title of Class of Securities)

164024101

(CUSIP Number)

December 31, 2020

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

	☐	Rule 13d-1(b)
	☐	Rule 13d-1(c)
	☒	Rule 13d-1(d)

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 164024101

13G

Page 2 of 6 Pages

NAME OF REPORTING PERSON

Dalrymple Family Limited Partnership

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

New York

NUMBER OF

BENEFICIALLY

OWNED

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

SHARED VOTING POWER

339,242

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

339,242

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

339,242

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

7.27%

TYPE OF REPORTING PERSON*

CUSIP No. 164024101

13G

Page 3 of 6 Pages

NAME OF REPORTING PERSON

Henry M. Dalrymple

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED

BY
EACH
REPORTING
PERSON

WITH

SOLE VOTING POWER

SHARED VOTING POWER

339,242

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

339,242

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

339,242

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

7.27%

TYPE OF REPORTING PERSON*

CUSIP No. 164024101

13G

Page 4 of 6 Pages

NAME OF REPORTING PERSON

Matthew D. Dalrymple

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED

BY
EACH
REPORTING
PERSON

WITH

SOLE VOTING POWER

SHARED VOTING POWER

334,292

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

334,292

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

334,292

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

7.27%

TYPE OF REPORTING PERSON*

Item 1(a)	Name of Issuer:

	Chemung Financial Corporation

Item 1(b)	Address of Issuer’s Principal Executive Offices:

	One Chemung Canal Plaza
	Elmira, NY 14901

Item 2(a)	Name of Person Filing:

	The information required by Item 2(a) is set forth in Row 1 of the cover page hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.

Item 2(b)	Address of Principal Business Office or, if none, Residence:

	The address of Dalrymple Family Limited Partnership is: 2105 South Broadway Pine City, NY 14871

	The address of Henry M. Dalrymple is: 990 County Rt. 64 Elmira, NY 14903 The address of Matthew D. Dalrymple is: 3490 FM 78 McQueeney, TX 78123

Item 2(c)	Citizenship:

	The information required by Item 2(c) is set forth in Row 4 of the cover page hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.

Item 2(d)	Title of Class of Securities:

	Common Stock, $0.01 par value

Item 2(e)	CUSIP Number:

	164024101

Item 3	Statement filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c):

	The information required by Item 3 is set forth in Row 12 of the cover page hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.

Item 4	Ownership:

	The information required by Items 4(a)-(c) is set forth in Rows 5-11 of the cover page hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.

Item 5	Ownership of Five Percent or Less of a Class:

	Not Applicable

Item 6	Ownership of More than Five Percent on Behalf of Another Person:

	The shares set forth in Item 4 are held for the benefit of general and limited partners of Dalrymple Family Limited Partnership, none of whom has the right to receive, or the power to direct the receipt of, dividends or sale proceeds from more than 5% of the class of securities.

Item 7	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:

	Not Applicable.

Item 8	Identification and Classification of Members of the Group:

	Not Applicable

Item 9	Notice of Dissolution of Group:

	Not Applicable

Item 10	Certification:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Dated: February 4, 2021

DALRYMPLE FAMILY LIMITED PARTNERSHIP

	By:	/s/ David J. Dalrymple
	Name:	David J. Dalrymple
	Title:	Vice President

Exhibit A

Joint Filing Agreement

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him, her or it contained herein, but shall not be responsible for the completeness and accuracy of the information concerning the other entities or persons, except to the extent that he or she knows or has reason to believe that such information is inaccurate.

Dated: February 4, 2021

DALRYMPLE FAMILY LIMITED PARTNERSHIP

	By:	/s/ David J. Dalrymple
	Name:	David J. Dalrymple
	Title:	Vice President

	HENRY M. DALRYMPLE

	/s/ Henry M. Dalrymple

	MATTHEW D. DALRYMPLE

	/s/ Matthew D. Dalrymple

SEC Form SC 13G filed