PENSION PLAN AND OTHER BENEFIT PLANS

Pension Plan

The Corporation has a noncontributory defined benefit pension plan covering a majority of employees. The plan's defined benefit formula generally bases payments to retired employees upon their length of service multiplied by a percentage of the average monthly pay over the last five years of employment.

The Corporation uses a December 31 measurement date for its pension plan.

New employees hired on or after the effective date will not be eligible to participate in the plan, however, existing participants at that time will continue to accrue benefits. The amendment will result in a decrease over time in the future benefit obligations of the plan and the corresponding net periodic benefit cost associated with the plan.

The following table presents (1) changes in the plan's projected benefit obligation and plan assets, and (2) the plan's funded status at December 31, 2015 and 2014 (in thousands):



Change in projected benefit obligation:	2015			2014
Benefit obligation at beginning of year	$	45,544		$	36,186
Service cost	1,231			1,045
Interest cost	1,806			1,738
Actuarial (gain) loss	(3,199		)	8,064
Benefits paid	(1,585		)	(1,489		)
Benefit obligation at end of year	$	43,797		$	45,544



Change in plan assets:	2015			2014
Fair value of plan assets at beginning of year	$	43,336		$	41,782
Actual return on plan assets	(1,800		)	3,043
Employer contributions	—			—
Benefits paid	(1,585		)	(1,489		)
Fair value of plan assets at end of year	$	39,951		$	43,336

Funded status	$	(3,846	)	$	(2,208	)

Amount recognized in accumulated other comprehensive income (loss) at December 31, 2015 and 2014 consist of the following (in thousands):



	2015		2014
Net actuarial loss	$	17,863	$	17,388
Prior service cost	7		15
Total before tax effects	$	17,870	$	17,403

The accumulated benefit obligation at December 31, 2015 and 2014 was $37.7 million and $38.7 million, respectively.

The principal actuarial assumptions used in determining the projected benefit obligation as of December 31, 2015, 2014 and 2013 were as follows:



	2015		2014		2013
Discount rate	4.39	%	4.09	%	4.92	%
Assumed rate of future compensation increase	5.00	%	5.00	%	5.00	%

Components of net periodic benefit cost and other amounts recognized in other comprehensive income (loss) in 2015, 2014 and 2013 consist of the following (in thousands):



Net periodic benefit cost	2015			2014			2013
Service cost, benefits earned during the year	$	1,231		$	1,045		$	1,195
Interest cost on projected benefit obligation	1,806			1,738			1,587
Expected return on plan assets	(3,287		)	(3,174		)	(2,824		)
Amortization of net loss	1,414			649			1,579
Amortization of prior service cost	7			7			14
Net periodic cost	$	1,171		$	265		$	1,551



Other changes in plan assets and benefit obligations recognized in other comprehensive income (loss):	2015			2014			2013
Net actuarial (gain) loss	$	1,888		$	8,195		$	(6,367	)
Recognized loss	(1,414		)	(649		)	(1,579		)
Amortization of prior service cost	(7		)	(7		)	(14		)
Total recognized in other comprehensive income (loss) (before tax effect)	$	467		$	7,539		$	(7,960	)

Total recognized in net benefit cost and other comprehensive income (loss) (before tax effect)	$	1,638		$	7,804		$	(6,409	)



Amounts expected to be recognized in net periodic cost during 2016 (in thousands):
Loss recognition	$	1,534
Prior service cost recognition	$	7

The principal actuarial assumptions used in determining the net periodic benefit cost for the years ended December 31, 2015, 2014 and 2013 were as follows:



	2015		2014		2013
Discount rate	4.09	%	4.92	%	4.26	%
Expected long-term rate of return on assets	7.75	%	7.75	%	7.75	%
Assumed rate of future compensation increase	5.00	%	5.00	%	5.00	%

The Corporation changes important assumptions whenever changing conditions warrant. At December 31, 2015, the Corporation used Retirement Plan 2014 (RP-2014) and Mortality Improvement Scale 2015 (MP-2015) as a basis for the Plan's valuation. At December 31, 2014, the Corporation adopted the Retirement Plan 2014 (RP-2014) and Mortality Projection 2014 (MP-2014) mortality tables as a basis for the Plan's valuation. The discount rate is evaluated at least annually and the expected long-term return on plan assets will typically be revised every three to five years, or as conditions warrant. Other material assumptions include the compensation increase rates, rates of employee terminations, and rates of participant mortality.

The Corporation's overall investment strategy is to achieve a mix of investments for long-term growth and for near-term benefit payments with a wide diversification of asset types. The target allocations for plan assets are shown in the table below. Equity securities primarily include investments in common or preferred shares of both U.S. and international companies. Debt securities include U.S. Treasury and Government bonds as well as U.S. Corporate bonds. Other investments may consist of mutual funds, money market funds and cash & cash equivalents. While no significant changes in the asset allocations are expected during 2016, the Corporation may make changes at any time.

The expected return on plan assets was determined based on a CAPM using historical and expected future returns of the various asset classes, reflecting the target allocations described below.



Asset Class	Target Allocation 2015	Percentage of Plan Assets at December 31,				Expected Long-Term Rate of Return
		2015		2014
Large cap domestic equities	30% - 60%	58	%	50	%	10.3	%
Mid-cap domestic equities	0% - 20%	4	%	14	%	10.6	%
Small-cap domestic equities	0% - 15%	3	%	3	%	10.8	%
International equities	0% - 25%	6	%	4	%	10.3	%
Intermediate fixed income	20% - 50%	23	%	26	%	4.7	%
Alternative assets	0% - 10%	2	%	2	%	7.5	%
Cash	0% - 20%	4	%	1	%	2.5	%
Total		100	%	100	%

The investment policy of the plan is to provide for long-term growth of principal and income without undue exposure to risk. The focus is on long-term capital appreciation and income generation. The Corporation maintains an IPS that guides the investment allocation in the plan. The IPS describes the target asset allocation positions as shown in the table above.

The Corporation has appointed an Employee Pension and Profit Sharing Committee to manage the general philosophy, objectives and process of the plan. The Employee Pension and Profit Sharing Committee meets with the Investment Manager periodically to review the plan's performance and to ensure that the current investment allocation is within the guidelines set forth in the IPS. Only the Employee Pension and Profit Sharing Committee, in consultation with the Investment Manager, can make adjustments to maintain target ranges and for any permanent changes to the IPS. Quarterly, the Board of Directors' Trust and Employee Benefits Committee reviews the performance of the plan with the Investment Manager.

As of December 31, 2015 and 2014, the Corporation's pension plan did not hold any direct investment in the Corporation's common stock.

The Corporation used the following methods and significant assumptions to estimate the fair value of each type of financial instrument held by the pension plan:

Fair value is the exchange price that would be received for an asset in the principal or most advantageous market for the asset in an orderly transaction between market participants on the measurement date. The fair value hierarchy described below requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

The fair values for investment securities are determined by quoted market prices, if available (Level 1). For securities where quoted prices are not available, fair values are calculated based on market prices of similar securities (Level 2). For securities where quoted prices or market prices of similar securities are not available, fair values are calculated using discounted cash flows or other market indicators (Level 3).

Discounted cash flows are calculated using spread and optionality. During times when trading is more liquid, broker quotes are used (if available) to validate the model. Rating agency and industry research reports as well as defaults and deferrals on individual securities are reviewed and incorporated into the calculations.

The fair value of the plan assets at December 31, 2015 and 2014, by asset class are as follows (in thousands):



			Fair Value Measurement at December 31, 2015 Using
Plan Assets	Carrying Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Cash	$	1,486	$	1,486	$	—	$	—
Equity securities:
U.S. companies	23,424		23,424		—		—
International companies	1,277		1,277		—		—

Mutual funds	8,548		8,548		—		—

Debt securities:
U.S. Treasuries/Government bonds	2,468		—		2,468		—
U.S. Corporate bonds	2,748		—		2,748		—
Total plan assets	$	39,951	$	34,735	$	5,216	$	—



			Fair Value Measurement at December 31, 2014 Using
Plan Assets	Carrying Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Cash	$	626	$	626	$	—	$	—
Equity securities:
U.S. companies	28,011		28,011		—		—
International companies	856		856		—		—

Mutual funds	7,111		7,111		—		—

Debt securities:
U.S. Treasuries/Government bonds	2,701		2,701		—		—
U.S. Corporate bonds	3,775		—		3,775		—
Foreign bonds, notes & debentures	256		—		256		—
Total plan assets	$	43,336	$	39,305	$	4,031	$	—

The following table presents the estimated benefit payments for each of the next five years and the aggregate amount expected to be paid in years six through ten for the pension plan (in thousands):



Calendar Year	Future Expected Benefit Payments
2016	$	1,913
2017	$	1,963
2018	$	2,058
2019	$	2,105
2020	$	2,172
2021-2025	$	12,037

The Corporation does not expect to contribute to the plan during 2016. Funding requirements for subsequent years are uncertain and will significantly depend on changes in assumptions used to calculate plan funding levels, the actual return on plan assets, changes in the employee groups covered by the plan, and any legislative or regulatory changes affecting plan funding requirements.

For tax planning, financial planning, cash flow management or cost reduction purposes the Corporation may increase, accelerate, decrease or delay contributions to the plan to the extent permitted by law.

Defined Contribution Profit Sharing, Savings and Investment Plan

The Corporation also sponsors a defined contribution profit sharing, savings and investment plan which covers all eligible employees with a minimum of 1,000 hours of annual service. The Corporation makes discretionary matching and profit sharing contributions to the plan for employees hired prior to July 1, 2010 based on the financial results of the Corporation. The Corporation also contributes to a non-discretionary 401K plan which covers all eligible employees hired after July 1, 2010. Expense related to both plans totaled $639 thousand, $620 thousand, and $521 thousand for the years ended December 31, 2015, 2014 and 2013, respectively. The plan's assets at December 31, 2015, 2014 and 2013 include 169,398, 170,714, and 178,113 shares, respectively, of Chemung Financial Corporation common stock, as well as other common and preferred stocks, U.S. Government securities, corporate bonds and notes, and mutual funds.

Defined Benefit Health Care Plan

The Corporation uses a December 31 measurement date for its postretirement medical benefits plan.

The following table presents (1) changes in the plan's accumulated postretirement benefit obligation and (2) the plan's funded status at December 31, 2015 and 2014 (in thousands):



Changes in accumulated postretirement benefit obligation:	2015			2014
Accumulated postretirement benefit obligation - beginning of year	$	1,663		$	1,490
Service cost	46			39
Interest cost	70			72
Participant contributions	83			84
Actuarial (gain) loss	215			177
Benefits paid	(413		)	(199		)
Accumulated postretirement benefit obligation at end of year	$	1,664		$	1,663



Change in plan assets:	2015			2014
Fair value of plan assets at beginning of year	$	—		$	—
Employer contribution	330			115
Plan participants’ contributions	83			84
Benefits paid	(413		)	(199		)
Fair value of plan assets at end of year	$	—		$	—

Funded status	$	(1,664	)	$	(1,663	)

Amount recognized in accumulated other comprehensive income (loss) at December 31, 2015 and 2014 consist of the following (in thousands):



	2015			2014
Net actuarial loss	$	517		$	322
Prior service benefit	(434		)	(531		)
Total before tax effects	$	83		$	(209	)



Weighted-average assumption for disclosure as of December 31:	2015		2014		2013
Discount rate	4.39	%	4.09	%	4.92	%
Health care cost trend: Initial	7.00	%	7.00	%	8.00	%
Health care cost trend: Ultimate	5.00	%	5.00	%	5.00	%
Year ultimate cost trend reached	2019		2018		2018

The components of net periodic postretirement benefit cost for the years ended December 31, 2015, 2014 and 2013 are as follows (in thousands):



Net periodic benefit cost	2015			2014			2013
Service cost	$	46		$	39		$	44
Interest cost	70			72			66
Amortization of prior service benefit	(97		)	(97		)	(97		)
Recognized actuarial loss	20			3			10
Net periodic postretirement cost	$	39		$	17		$	23



Other changes in plan assets and benefit obligations recognized in other comprehensive income (loss):	2015			2014			2013
Net actuarial (gain) loss	$	216		$	177		$	(61	)
Recognized actuarial loss	(20		)	(3		)	(10		)
Amortization of prior service benefit	97			97			97
Total recognized in other comprehensive income (loss)(before tax effect)	$	293		$	271		$	26

Total recognized in net benefit cost and other comprehensive income (loss) (before tax effect)	$	332		$	288		$	49

During 2015 the plan's total unrecognized net loss increased by $196 thousand. Because the total unrecognized net gain or loss in the plan exceeds 10% of the accumulated postretirement benefit obligation, the excess will be amortized over the average future working lifetime of active plan participants. As of January 1, 2015, the average future working lifetime of active participants was 15.6 years. Actual results for 2016 will depend on the 2016 actuarial valuation of the plan.



Amounts expected to be recognized in net periodic cost during 2016 (in thousands):
Loss recognition	$	23
Prior service cost recognition	$	(97	)

Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plan. A one-percentage point change in assumed health care cost trend rates would have the following effects (in thousands):



Effect of a 1% increase in health care trend rate on:	2015		2014		2013
Benefit obligation	$	3	$	5	$	15
Total service and interest cost	$	—	$	—	$	—



Effect of a 1% decrease in health care trend rate on:	2015			2014			2013
Benefit obligation	$	(3	)	$	(6	)	$	(23	)
Total service and interest cost	$	—		$	—		$	(2	)



Weighted-average assumptions for net periodic cost as of December 31:	2015		2014		2013
Discount rate	4.09	%	4.92	%	4.26	%
Health care cost trend: Initial	7.00	%	8.00	%	9.00	%
Health care cost tread: Ultimate	5.00	%	5.00	%	5.00	%
Year ultimate reached	2018		2018		2018

The following table presents the estimated benefit payments for each of the next five years and the aggregate amount expected to be paid in years six through ten (in thousands):



Calendar Year	Future Estimated Benefit Payments
2016	$	217
2017	$	170
2018	$	180
2019	$	168
2020	$	150
2021-2025	$	645

The Corporation’s policy is to contribute the amount required to fund postretirement benefits as they become due to retirees. The amount expected to be required in contributions to the plan during 2016 is $217 thousand.

Executive Supplemental Pension Plan

The Corporation also sponsors an Executive Supplemental Pension Plan for certain current and former executive officers to restore certain pension benefits that may be reduced due to limitations under the Internal Revenue Code. The benefits under this plan are unfunded as of December 31, 2015 and 2014.

The Corporation uses a December 31 measurement date for its Executive Supplemental Pension Plan.

The following table presents Executive Supplemental Pension plan status at December 31, 2015 and 2014 (in thousands):



Change in projected benefit obligation:	2015			2014
Benefit obligation at beginning of year	$	1,244		$	1,116
Service cost	44			38
Interest cost	49			55
Actuarial (gain) loss	(52		)	110
Benefits paid	(75		)	(75		)
Projected benefit obligation at end of year	$	1,210		$	1,244



Changes in plan assets:	2015			2014
Fair value of plan assets at beginning of year	$	—		$	—
Employer contributions	75			75
Benefits paid	(75		)	(75		)
Fair value of plan assets at end of year	$	—		$	—

Unfunded status	$	(1,210	)	$	(1,244	)

Amounts recognized in accumulated other comprehensive income (loss) at December 31, 2015 and 2014 consist of the following (in thousands):



	2015		2014
Net actuarial loss	$	173	$	275
Prior service cost	—		—
Total before tax effects	$	173	$	275

Accumulated benefit obligation at December 31, 2015 and 2014 was $1.2 million.



Weighted-average assumption for disclosure as of December 31:	2015		2014		2013
Discount rate	4.39	%	4.09	%	4.92	%
Assumed rate of future compensation increase	5.00	%	5.00	%	5.00	%

The components of net periodic benefit cost for the years ended December 31, 2015, 2014 and 2013 are as follows (in thousands):



Net periodic benefit cost	2015		2014		2013
Service cost	$	44	$	38	$	40
Interest cost	49		55		48
Recognized actuarial loss	50		29		34
Net periodic postretirement benefit cost	$	143	$	122	$	122



Other changes in plan assets and benefit obligation recognized in other comprehensive income (loss):	2015			2014			2013
Net actuarial (gain) loss	$	(52	)	$	110		$	(59	)
Recognized actuarial loss	(50		)	(29		)	(34		)
Total recognized in other comprehensive income (loss) (before tax effect)	$	(102	)	$	81		$	(93	)

Total recognized in net benefit cost and other comprehensive income (loss) (before tax effect)	$	41		$	203		$	29



Amounts expected to be recognized in net periodic cost during 2016 (in thousands):
Loss recognition	$	26
Prior service cost recognition	$	—



Weighted-average assumptions for net periodic cost as of December 31:	2015		2014		2013
Discount rate	4.09	%	4.92	%	4.26	%
Salary scale	5.00	%	5.00	%	5.00	%

The following table presents the estimated benefit payments for each of the next five years and the aggregate amount expected to be paid in years six through ten for the Supplemental Pension Plan (in thousands):



Calendar Year	Future Estimated Benefit Payments
2016	$	74
2017	$	73
2018	$	112
2019	$	111
2020	$	108
2021-2025	$	498

The Corporation expects to contribute $75 thousand to the plan during 2016. Corporation contributions are equal to the benefit payments to plan participants.

Defined Contribution Supplemental Executive Retirement Plan

The Corporation also sponsors a Defined Contribution Supplemental Executive Retirement Plan for certain current executive officers, which was initiated in 2012. The plan is unfunded as of December 31, 2015 and is intended to provide nonqualified deferred compensation benefits payable at retirement, disability, death or certain other events. The balance in the plan as of December 31, 2015 and 2014 was $772 thousand and $550 thousand, respectively. A total of $231 thousand, $213 thousand, and $155 thousand was expensed during the years ended December 31, 2015, 2014, and 2013, respectively. In addition to each participants account being credited with the annual company contribution, each account will receive a quarterly interest credit that will equal the average yield on five year U.S. Treasury Notes.