[Form 4] NBT Bancorp Inc Insider Trading Activity

Rhea-AI Filing Summary

Ruth H. Mahoney, EVP/President of Wealth Management at NBT Bancorp Inc. (NBTB), reported insider transactions dated 08/15/2025. The filing shows a sale of 758 shares of NBT Bancorp common stock at $42.13 per share. After that sale, Ms. Mahoney is reported to beneficially own 17,603.142 shares directly and 3,495.563 shares indirectly (401k). The report also discloses 9,287.828 shares of phantom stock held directly under the company’s Deferred Compensation Plan, each deemed invested in one share of common stock. The Form 4 was signed by a power of attorney on 08/18/2025.

Positive

• Reporting person retains significant direct ownership (17,603.142 shares), maintaining alignment with shareholder interests.
• Phantom stock holdings disclosed (9,287.828 shares) under the Deferred Compensation Plan, indicating ongoing deferred compensation tied to company equity.

Negative

• Officer sold 758 shares at $42.13 on 08/15/2025, a disposition that may be viewed negatively by some investors despite being small in absolute terms.

Insights

Financial Analyst

TL;DR: Insider sale was modest; the reporting person retains meaningful direct, indirect, and phantom holdings.

The sale of 758 shares at $42.13 is a routine insider disposition and represents a small portion of the total reported holdings when compared to the combined direct, indirect, and phantom positions (totaling 30,386.533 shares when summed). This transaction alone is unlikely to materially affect valuation or signal a change in company fundamentals based on information in this filing. The continued direct ownership and substantial phantom stock balance align the reporting person’s economic exposure with company performance.

Corporate Governance Expert

TL;DR: Transaction appears compliant and properly disclosed; executed via power of attorney signature.

The Form 4 discloses the officer’s relationship to the issuer and reports both non-derivative and derivative (phantom stock) holdings, with an explanatory note that phantom shares are deemed invested under the Deferred Compensation Plan. The filing bears a power of attorney signature dated 08/18/2025, which is an accepted administrative practice. There are no indications in this document of policy exceptions, late reporting, or related-party transactions beyond standard deferred compensation treatment.

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
Estimated average burden
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 NY 13815

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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

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

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

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	08/15/2025		F		758	D	$42.13	17,603.142	D
NBT Bancorp Inc. Common Stock								3,495.563	I	401k

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	(1)							(1)	(1)	NBT Bancorp Inc. Common Stock	9,287.828		9,287.828	D

Explanation of Responses:

1. 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	08/18/2025
	** 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.

FAQ

What did Ruth H. Mahoney report on Form 4 for NBTB?

The Form 4 reports a sale of 758 shares of NBT Bancorp common stock at $42.13 on 08/15/2025, plus current beneficial ownership and phantom stock balances.

How many NBTB shares does the reporting person own after the transaction?

After the reported sale, the filing shows 17,603.142 shares directly and 3,495.563 shares indirectly (401k).

What is the phantom stock disclosure in the Form 4?

The filing discloses 9,287.828 shares of phantom stock held directly; the explanation states each phantom share is deemed invested in one share of common stock under the Deferred Compensation Plan.

When was the Form 4 signed and by whom?

The Form 4 was signed by Annette L. Burns, Power of Attorney for Ruth H. Mahoney on 08/18/2025.

What relationship does the reporting person have to NBT Bancorp?

The filer is an Officer with the title listed as EVP/President of Wealth Management and is also identified as a Director.