Stock grants and tax withholding for NBT Bancorp (NBTB) executive

Rhea-AI Filing Summary

NBT Bancorp Inc. executive vice president and Chief Community Innovation Officer Sarah A. Halliday reported equity compensation and related tax-withholding activity in company stock. She received two grants of NBT Bancorp common stock totaling 2,777 and 2,569 shares as awards at no cost.

To cover tax obligations, 221 shares and 706 shares of common stock were withheld at a price of $41.99 per share. After these transactions, she directly holds 31,054 shares of NBT Bancorp common stock, plus 7,652.877 shares held indirectly through a 401(k) plan and 5,317.933 phantom stock units that track NBT Bancorp common stock.

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

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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^*

Halliday Sarah A

(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/Chief Comm Innovation Off

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								7,652.877	I	401k
NBT Bancorp Inc. Common Stock	03/23/2026		A		2,777(1)	A	$0	29,412	D
NBT Bancorp Inc. Common Stock	03/23/2026		F		221	D	$41.99	29,191	D
NBT Bancorp Inc. Common Stock	03/23/2026		F		706	D	$41.99	28,485	D
NBT Bancorp Inc. Common Stock	03/23/2026		A		2,569(2)	A	$0	31,054	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.	5,317.933		5,317.933	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.

Remarks:

See continuation page(s) for footnotes

	By: Annette L. Burns, Power of Attorney For: Sarah A. Halliday	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.
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did NBT Bancorp (NBTB) report for Sarah A. Halliday?

NBT Bancorp reported that EVP Sarah A. Halliday received two stock grants of 2,777 and 2,569 common shares and had shares withheld to cover taxes. These are equity compensation and tax-withholding entries, not open-market purchases or sales.

Did Sarah A. Halliday buy or sell NBTB shares in the open market?

The Form 4 shows no open-market buying or selling by Sarah A. Halliday. She received stock awards at no cost and 221 and 706 shares were withheld at $41.99 per share to satisfy tax obligations on those awards.

How many NBT Bancorp (NBTB) shares does Sarah A. Halliday hold after these transactions?

After the reported transactions, Sarah A. Halliday directly holds 31,054 NBT Bancorp common shares. She also has 7,652.877 shares held indirectly through a 401(k) plan and 5,317.933 phantom stock units tied to NBT Bancorp common stock performance.

What type of awards did Sarah A. Halliday receive from NBT Bancorp (NBTB)?

She received restricted stock unit-based awards in NBT Bancorp common stock, including grants of 2,777 and 2,569 shares. Footnotes state one grant vests 20% annually and another was earned after a three-year performance period, reflecting long-term incentive compensation.

What are the phantom stock units reported for NBT Bancorp (NBTB)?

The filing shows 5,317.933 phantom stock units for Sarah A. Halliday. Each unit is deemed invested in one share of NBT Bancorp common stock under the company’s Deferred Compensation Plan, tracking the stock’s value without immediate delivery of actual shares.

How many NBT Bancorp (NBTB) shares were used for tax withholding in this Form 4?

The Form 4 reports 927 shares withheld for tax purposes, split between 221 and 706 NBT Bancorp common shares at $41.99 each. These F-code entries represent payment of tax liabilities on stock awards, not discretionary market sales by the executive.