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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 2270 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | |||||||||
| Employee Incentive Stock Option (Right to Buy) | $ 19.25 | Â | Â | Â | Â | Â | Â (7) | 04/18/2013 | Common Stock | Â | 2,894 | Â | ||
| Employee Incentive Stock Option ($0.50 par value) | $ 21.77 | Â | Â | Â | Â | Â | Â (9) | 09/26/2014 | Common Stock | Â | 2,756 | Â | ||
| Employee Incentive Stock Option (Right to Buy) | $ 22 | Â | Â | Â | Â | Â | Â (11) | 09/19/2015 | Common Stock | Â | 2,500 | Â | ||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| TILLEY JAMES ONE GRIMSBY DRIVE HAMBURG, NY 14075 |
 X |  |  |  |
| Michelle Baumgarden, Attorney In Fact for James Tilley | 02/11/2008 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | On 12/7/2005, the issuer distributed a 5% stock dividend payable to all holders of record of common stock on 11/15/2005. As a result, the listed owner received 103.2461 additional shares of common stock. |
| (2) | This number reflects shares acquired through the Employee Stock Purchase Plan as follows: 393 shares 12/30/2005; 64 shares 6/30/2006; 68 shares 12/31/2006. |
| (3) | This number reflects shares acquired under the Evans Bancorp, Inc. Dividend Reinvestment Plan as follows: 29.385 shares 10/3/2005; 13.8289 shares 4/3/2006; 40.3544 shares 10/2/2006; 43.6658 shares 4/2/2007; 53.783 shares 10/2/2007. |
| (4) | On 12/7/2005, the issuer distributed a 5% stock dividend payable to all holders of record of common stock on 11/15/2005. As a result, the listed owner received 5 additional shares of common stock. |
| (5) | On 12/7/2005, the issuer distributed a 5% stock dividend payable to all holders of record of common stock on 11/15/2005. As a result, the listed owner received 0.1276 additional shares of common stock. |
| (6) | This number reflects shares acquired under the Evans Bancorp, Inc. Dividend Reinvestment Plan as follows: 0.2269 shares 10/03/2005; 0.2575 shares 04/03/2006; 0.2490 shares 10/02/2006; 0.2600 shares 4/02/2007; and 0.3144 shares 10/02/2007. |
| (7) | The Options shall be exercisable according to the following schedule: 50% of the shares of Common Stock subject to the Option - 1st year after the Date of Grant; and 50% of the shares of Common Stock subject to the Option - 2nd year after the Date of Grant and thereafter. |
| (8) | This Option was previously reported as an Option for 2,750 shares of Common Stock at an exercise price of $20.25 per share, but was adjusted to reflect the 5% stock dividend declared by Evans Bancorp, Inc. on 10/15/2005, payable on 12/7/2005 to shareholders of record on 11/15/2005. As a result of the stock dividend, pursuant to the anti-dilution provisions of Evans Bancorp, Inc.'s 1999 Stock Option and Long-Term Incentive Plan, the Option entitled the reporting person to receive, upon exercise, 144 additional shares of common stock for no additional consideration. Also, as a result of the 5% stock dividend, the exercise price of the option is adjusted from $20.25 to $19.25 per share. |
| (9) | The Options shall be exercisable according to the following schedule: 50% of the shares of Common Stock subject to the Option - 1st year after the Date of Grant; and 50% of the shares of Common Stock subject to the Option - 2nd year after the Date of Grant and thereafter. |
| (10) | This Option was previously reported as an Option for 2,500 shares of Common Stock at an exercise price of $24.00 per share, but was adjusted to reflect the 5% stock dividend declared by Evans Bancorp, Inc. on 10/18/2005, payable on 12/07/2005 to shareholders of record on 11/15/2005. As a result of the stock dividend, pursuant to the anti-dilution provisions of Evans Bancorp, Inc.'s 1999 Stock Option and Long-Term Incentive Plan, the option entitled the reporting person to receive, upon exercise, 256 additional shares of Common Stock for no additional consideration. Also, as a result of the 5% stock dividend, the exercise price of the option is adjusted from $24.00 to $21.77 per share. |
| (11) | The Options shall be exercisable according to the following schedule: 50% of the shares of Common Stock subject to the Option - 1st year after the Date of Grant; and 50% of the shares of Common Stock subject to the Option - 18 months after the Date of Grant and thereafter. |