SC 13G 1 ea134872-13gdalrymple_chemu.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 7 Pages

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Robert H. Dalrymple

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

New York

NUMBER OF
SHARES
BENEFICIALLY
OWNED

BY
EACH
REPORTING
PERSON

WITH

SOLE VOTING POWER

SHARED VOTING POWER

259,244

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

259,244

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

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

259,244

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.6%

TYPE OF REPORTING PERSON*

CUSIP No. 164024101

13G

Page 3 of 7 Pages

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Elizabeth T. 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

7,462

SHARED VOTING POWER

234,486

SOLE DISPOSITIVE POWER

14,398.892

SHARED DISPOSITIVE POWER

234,486

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

248,884.892

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

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.3%

TYPE OF REPORTING PERSON*

CUSIP No. 164024101

13G

Page 4 of 7 Pages

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

RD Wood, LLC

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

234,486

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

234,486

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

234,486

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

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.02%

TYPE OF REPORTING PERSON*

CUSIP No. 164024101

13G

Page 5 of 7 Pages

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 Robert H. Dalrymple is 5 Woodland Way, Ithaca, NY 14850.

	The address of Elizabeth T. Dalrymple is 5 Woodland Way, Ithaca, NY 14850.

	The address of RD Wood, LLC is 5 Woodland Way, Ithaca, NY 14850.

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

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Page 6 of 7 Pages

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

	Robert H. Dalrymple and Elizabeth T. Dalrymple are the managers of RD Wood, LLC. RD Wood, LLC is owned by a family trust and by Elizabeth T. Dalrymple.

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.

[Remainder of page intentionally left blank]

CUSIP No. 164024101

13G

Page 7 of 7 Pages

SIGNATURE

After reasonable inquiry and to the best of the knowledge and belief of the undersigned, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: February 11, 2021

	ROBERT H. DALRYMPLE

	/s/ Robert H. Dalrymple

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 11, 2021

	ROBERT H. DALRYMPLE
	/s/ Robert H. Dalrymple

	ELIZABETH T. DALRYMPLE
	/s/ Elizabeth T. Dalrymple

	RD WOOD, LLC

	By:	/s/ Robert H. Dalrymple
	Name:	Robert H. Dalrymple
	Title:	Manager

SEC Form SC 13G filed