NBT Bancorp EVP receives stock awards, tax shares withheld

NBT Bancorp Inc. EVP and President of Wealth Management Ruth H. Mahoney reported routine equity compensation changes.

Rhea-AI Filing Summary

NBT Bancorp Inc. EVP and President of Wealth Management Ruth H. Mahoney reported routine equity compensation changes. On 2026-03-23, she received two grants of NBT Bancorp Inc. common stock totaling 5,468 shares at no cost, reflecting restricted stock unit awards.

On the same date, 904 shares were withheld at a price of $41.99 per share to satisfy tax obligations tied to these awards, a non-market disposition. After these transactions, she directly owned 21,427.542 common shares and also held 4,720.689 shares indirectly through a 401(k) and 10,249.198 phantom stock units linked to NBT Bancorp Inc. stock.

Insider Trade Summary

6 transactions reported

Mixed 6 txns

Insider Mahoney Ruth H

Role EVP/President of Wealth Mgmt

Type	Security	Shares	Price	Value
Grant/Award	NBT Bancorp Inc. Common Stock	2,961	$0.00	$0.00
Exercise Price or Tax Liability	NBT Bancorp Inc. Common Stock	215	$41.99	$9K
Exercise Price or Tax Liability	NBT Bancorp Inc. Common Stock	689	$41.99	$29K
Grant/Award	NBT Bancorp Inc. Common Stock	2,507	$0.00	$0.00
holding	Phantom Stock	--	--	--
holding	NBT Bancorp Inc. Common Stock	--	--	--

Holdings After Transaction: NBT Bancorp Inc. Common Stock — 21,427.542 shares (Direct); Phantom Stock — 10,249.198 contracts (Direct); NBT Bancorp Inc. Common Stock — 4,720.689 shares (Indirect, 401k)

Footnotes (3)

1. F1. Pursuant to NBT Bancorp Inc. Omnibus Restricted Stock Unit Agreement the grant vests 20% annually.
2. F2. Earned restricted stock unit vested following the end of a three-year performance period.
3. F3. Each share of phantom stock is deemed invested in one share of NBT Bancorp Inc. common stock pursuant to the terms of the Deferred Compensation Plan.

FAQ

What did NBTB executive Ruth Mahoney report in this Form 4 filing?

Ruth H. Mahoney reported routine equity compensation activity, including stock grants and tax-related share withholdings. The filing shows new restricted stock unit awards, associated tax settlements in shares, and her updated direct, 401(k), and phantom stock holdings in NBT Bancorp Inc. common stock.

How many NBT Bancorp (NBTB) shares did Ruth Mahoney receive as awards?

She received 2,961 shares and 2,507 shares of NBT Bancorp Inc. common stock as grant or award acquisitions. These awards stem from the company’s restricted stock unit programs, including portions that vest annually and portions earned after a three-year performance period.

Were any of Ruth Mahoney’s NBTB transactions open-market buys or sells?

No open-market buys or sells were reported. The Form 4 shows stock grants at no cost and two F-code dispositions where 904 shares were withheld at $41.99 per share to cover tax liabilities related to those equity awards, not discretionary sales in the market.

What are the tax-withholding transactions for Ruth Mahoney’s NBTB shares?

Two F-code transactions disposed of 215 and 689 shares at $41.99 per share. These represent shares withheld by NBT Bancorp Inc. to pay exercise price or tax liabilities tied to her restricted stock unit awards, rather than voluntary market sales of stock.

How many NBTB shares does Ruth Mahoney hold after these transactions?

After the reported activity, she directly owns 21,427.542 shares of NBT Bancorp Inc. common stock. She also holds 4,720.689 shares indirectly through a 401(k) plan and 10,249.198 phantom stock units deemed invested in NBT Bancorp Inc. stock under a deferred compensation plan.

What do Ruth Mahoney’s phantom stock holdings in NBTB represent?

Her phantom stock units are tied economically to NBT Bancorp Inc. common stock under a deferred compensation plan. Each phantom share is deemed invested in one common share, giving her exposure to the stock’s value without holding actual shares, as disclosed in the filing footnotes.

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Accepted by SEC EDGAR 03/25/2026 - 08:31 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Mahoney Ruth H

(Last) (First) (Middle)

52 SOUTH BROAD STREET

(Street)

NORWICH NEW YORK 13815

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NBT BANCORP INC [ NBTB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP/President of Wealth Mgmt

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
NBT Bancorp Inc. Common Stock								4,720.689	I	401k
NBT Bancorp Inc. Common Stock	03/23/2026		A		2,961(1)	A	$0	19,824.542	D
NBT Bancorp Inc. Common Stock	03/23/2026		F		215	D	$41.99	19,609.542	D
NBT Bancorp Inc. Common Stock	03/23/2026		F		689	D	$41.99	18,920.542	D
NBT Bancorp Inc. Common Stock	03/23/2026		A		2,507(2)	A	$0	21,427.542	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock	(3)							(3)	(3)	NBT Bancorp Inc.	10,249.198		10,249.198	D

Explanation of Responses:

1. Pursuant to NBT Bancorp Inc. Omnibus Restricted Stock Unit Agreement the grant vests 20% annually.

2. Earned restricted stock unit vested following the end of a three-year performance period.

3. Each share of phantom stock is deemed invested in one share of NBT Bancorp Inc. common stock pursuant to the terms of the Deferred Compensation Plan.

	By: Annette L. Burns, Power of Attorney For: Ruth H. Mahoney	03/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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* Form 4: SEC 1474 (03-26)