NBT Bancorp (NBTB) executive uses 361 shares to cover tax liability

Rhea-AI Filing Summary

NBT Bancorp Inc. executive Martin Randolph Sparks, who serves as EVP, General Counsel and Secretary, reported a Form 4 transaction involving company common stock. On the reported date, 361 shares were disposed of at $44.09 per share as a tax-withholding disposition, meaning shares were delivered to cover tax obligations rather than sold on the open market. After this transaction, Sparks directly owned 15,662.882 shares of NBT Bancorp Inc. common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Sparks Martin Randolph

Role EVP,General Counsel,Secretary

Type	Security	Shares	Price	Value
Tax Withholding	NBT Bancorp Inc. Common Stock	361	$44.09	$16K

Holdings After Transaction: NBT Bancorp Inc. Common Stock — 15,662.882 shares (Direct, null)

Footnotes (1)

Key Figures

Tax-withholding shares: 361 shares Transaction share price: $44.09 per share Shares owned after transaction: 15,662.882 shares

3 metrics

Tax-withholding shares 361 shares Shares delivered in tax-withholding disposition

Transaction share price $44.09 per share Valuation used for tax-withholding disposition

Shares owned after transaction 15,662.882 shares Direct holdings following tax-withholding disposition

Key Terms

tax-withholding disposition, Payment of exercise price or tax liability by delivering securities, NBT Bancorp Inc. Common Stock

3 terms

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Payment of exercise price or tax liability by delivering securities financial

"transaction_code_description: "Payment of exercise price or tax liability by delivering securities""

NBT Bancorp Inc. Common Stock financial

"security_title: "NBT Bancorp Inc. Common Stock""

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Form 4 Insider Transactions: What Each Field Means →

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^*

Sparks Martin Randolph

(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,General Counsel,Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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	05/15/2026		F		361	D	$44.09	15,662.882	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:

	By: Annette L. Burns, Power of Attorney For: Martin Randolph Sparks	05/18/2026
	** 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 NBTB report for Martin Randolph Sparks?

NBT Bancorp Inc. reported that executive Martin Randolph Sparks had 361 common shares disposed of as a tax-withholding transaction. This means shares were delivered to satisfy tax obligations, not sold in an open-market trade, and reflects routine compensation-related activity.

How many NBTB shares were involved in Martin Randolph Sparks’ tax-withholding transaction?

The Form 4 shows that 361 shares of NBT Bancorp Inc. common stock were used in a tax-withholding disposition. These shares were delivered at $44.09 per share to cover tax liabilities tied to equity compensation rather than being sold to outside investors.

At what price were NBTB shares valued in the reported Form 4 transaction?

The reported transaction valued NBT Bancorp Inc. common stock at $44.09 per share for the 361 shares used in the tax-withholding disposition. This price is used solely for calculating the value of shares delivered to cover tax obligations, not for an open-market sale.

How many NBTB shares does Martin Randolph Sparks hold after this Form 4 transaction?

Following the tax-withholding disposition of 361 shares, Martin Randolph Sparks directly holds 15,662.882 shares of NBT Bancorp Inc. common stock. This post-transaction balance shows his remaining equity position after shares were delivered to satisfy related tax liabilities.

Is the NBTB Form 4 transaction an open-market sale by Martin Randolph Sparks?

No, the Form 4 codes the event as a tax-withholding disposition, not an open-market sale. Shares were delivered to pay tax liabilities on equity compensation, so it does not indicate discretionary selling of NBT Bancorp Inc. stock into the public market.