NBT Bancorp (NBTB) bank president reports stock awards and tax withholding moves

Rhea-AI Filing Summary

NBT Bancorp Inc. Senior Executive Vice President and President of NBT Bank Joseph R. Stagliano reported routine equity compensation and related tax withholding transactions in NBT Bancorp Inc. Common Stock. He received two stock award grants totaling 4,528 and 2,870 shares, both at a stated price of $0.0000 per share, reflecting restricted stock unit awards. To cover tax liabilities on these vestings, 246 shares and 789 shares were withheld and delivered at $41.99 per share, coded as tax-withholding dispositions rather than open-market sales. Following these transactions, he directly owns 85,446.367 common shares, with additional indirect holdings through a 401(k) and the NBT Bancorp ESOP, plus 27,601.697 phantom stock units deemed invested in NBT Bancorp Inc. common stock under a deferred compensation plan.

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^*

Stagliano Joseph R

(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)
	SEVP & President of NBT Bank

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								7,252.906	I	401k
NBT Bancorp Inc. Common Stock	03/23/2026		A		4,528(1)	A	$0	83,611.367	D
NBT Bancorp Inc. Common Stock	03/23/2026		F		246	D	$41.99	83,365.367	D
NBT Bancorp Inc. Common Stock	03/23/2026		A		2,870(2)	A	$0	86,235.367	D
NBT Bancorp Inc. Common Stock	03/23/2026		F		789	D	$41.99	85,446.367	D
NBT Bancorp Inc. Common Stock								2,020.199	I	NBT BancorpESOP

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.	27,601.697		27,601.697	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: Joseph R. Stagliano	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 did NBT Bancorp (NBTB) executive Joseph R. Stagliano report on this Form 4?

He reported routine equity compensation activity. Stagliano received two NBT Bancorp Inc. common stock awards and had shares withheld to satisfy tax obligations. These are standard grant and vesting-related entries, not open-market purchases or sales.

How many NBT Bancorp (NBTB) shares did Joseph R. Stagliano acquire in stock awards?

He acquired 7,398 shares through stock awards. The Form 4 shows two grant or award acquisitions of NBT Bancorp Inc. common stock, one for 4,528 shares and another for 2,870 shares, both recorded at a stated price of zero per share.

What does the tax-withholding code F mean in this NBTB Form 4 filing?

Code F indicates shares withheld for taxes, not a market sale. The filing shows 246 and 789 NBT Bancorp Inc. shares delivered at $41.99 per share to pay tax liabilities arising from stock awards, a mechanical step rather than discretionary selling.

How many NBT Bancorp (NBTB) shares does Joseph R. Stagliano hold after these transactions?

He directly holds 85,446.367 common shares after the transactions. The filing also shows additional indirect ownership through a 401(k) and NBT Bancorp ESOP, plus 27,601.697 phantom stock units tied to NBT Bancorp Inc. common stock.

What are phantom stock units reported by Joseph R. Stagliano at NBT Bancorp (NBTB)?

Phantom stock units track the value of NBT Bancorp shares. The filing notes 27,601.697 phantom stock units deemed invested in one share each of NBT Bancorp Inc. common stock under a deferred compensation plan, rather than actual share ownership.

Are Joseph R. Stagliano’s NBT Bancorp (NBTB) transactions open-market buys or sells?

No, they are compensation-related and tax-withholding entries. The Form 4 describes award grants and vesting of restricted stock units, with code F transactions showing shares delivered to cover tax liabilities instead of discretionary open-market trading.