CEO of NBT Bancorp (NASDAQ: NBTB) granted shares; small tax withholding

Rhea-AI Filing Summary

NBT Bancorp President and CEO Scott Allen reported routine equity compensation on common stock. He received two stock awards of 9,125 and 3,526 shares, both granted at no cash cost under restricted stock unit arrangements. On the same date, 125 shares were withheld at $41.99 per share to cover tax obligations, which is not an open-market sale. Following these transactions, Allen directly holds 57,936 shares of 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

OMB APPROVAL

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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^*

Kingsley Scott Allen

(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)
	President & CEO NBT Bancorp

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	03/23/2026		A		9,125(1)	A	$0	54,535	D
NBT Bancorp Inc. Common Stock	03/23/2026		F		125	D	$41.99	54,410	D
NBT Bancorp Inc. Common Stock	03/23/2026		A		3,526(2)	A	$0	57,936	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

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.

	By: Annette L. Burns, Power of Attorney For: Scott A. Kingsley	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 transaction did NBT Bancorp (NBTB) report for its CEO?

NBT Bancorp reported that President and CEO Scott Allen received two stock awards totaling 12,651 shares of common stock. These equity grants are compensation-related and were not open-market purchases, reflecting standard long-term incentive arrangements rather than discretionary buying activity.

Were Scott Allen’s NBT Bancorp (NBTB) transactions open-market buys or sells?

The transactions were not open-market buys or sells. They were equity grants coded “A” and a tax-withholding disposition coded “F,” where 125 shares were withheld at $41.99 per share to satisfy tax liabilities tied to the vesting, rather than being sold on the market.

How many NBT Bancorp (NBTB) shares does the CEO hold after this Form 4?

After the reported transactions, Scott Allen directly holds 57,936 shares of NBT Bancorp common stock. This reflects the addition of stock awards and the small tax-withholding share reduction, and provides investors a snapshot of his current direct equity stake in the company.

What do the restricted stock unit footnotes mean for NBTB’s CEO grant?

One grant vests 20% annually under NBT Bancorp’s Omnibus Restricted Stock Unit Agreement, spreading the award over multiple years. Another block reflects earned restricted stock units that vested after a three-year performance period, linking part of the award to longer-term company results.

Does the tax-withholding entry in the NBTB Form 4 signal bearish selling?

The tax-withholding entry does not signal bearish selling. Code “F” indicates 125 shares were delivered to satisfy tax liabilities from vesting, a mechanical process. It differs from a voluntary open-market sale and does not independently show a negative view on NBT Bancorp stock.