8-K

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 2, 2016

S&T Bancorp, Inc.

(Exact Name of Registrant as Specified in its Charter)

Pennsylvania	0-12508	25-1434426
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

800 Philadelphia Street, Indiana, PA	15701
(Address of Principal Executive Offices)	Zip Code

Registrant’s telephone number, including area code     (800) 325-2265

Former name or address, if changed since last report     Not Applicable

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01. – Regulation FD Disclosure

The attached investor presentation contains financial data that members of management will use from time to time through December 31, 2016, during visits with investors, analysts and other interested parties to assist in their understanding of S&T Bancorp, Inc. (“S&T”). This investor presentation is available in the Events and Presentations section of S&T’s website at www.stbancorp.com. A copy of the investor presentation is attached as Exhibit 99.1 and 99.2 to this report and is incorporated herein by reference.

The information in this Current Report on Form 8-K is being furnished under Item 7.01 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 (the “Exchange Act”). Or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

This Form 8-K, including the investor presentation, contains “forward-looking statements” within the meaning of the safe harbor provisions of the federal securities laws. These statements are based on S&T’s expectations and involve risks and uncertainties that could cause our actual results to differ materially from those set forth in the statements. These risks are discussed in S&T’s filings with the Securities and Exchange Commission (the “SEC”), including an extensive discussion of these risks in the S&T’s Annual Report on Form 10-K for the year ended December 31, 2015. Such forward-looking statements speak only as of the date they are made, and S&T undertakes no obligation to update or revise any forward-looking statement. If S&T does update any forward-looking statement, no inference should be drawn that it will make additional updates with respect to that statement or any other forward-looking statements.

Item 9.01. – Financial Statements and Exhibits

(d) Exhibits.

99.1	Investor Presentation.
99.2	Investor Presentation.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned thereunto duly authorized.

	S&T Bancorp, Inc.
August 2, 2016	/s/ Mark Kochvar
	Mark Kochvar
	Senior Executive Vice President,
	Chief Financial Officer

Exhibit Index

Number	Description
99.1	Investor Presentation
99.2	Investor Presentation

EX-99.1

Exhibit 99.1

Profile: Key Statistics:

S&T Bancorp, Inc. is a $6.7 billion (Data as of 6.30.16)

financial holding company headquartered Total Assets (in $ millions) $6,674 Stock Price $24.45

in Indiana, PA, located about 55 miles Common BV/Share $23.63 Market Cap (in $ millions) $854

northeast of Pittsburgh, PA. Tangible BV/Share $15.17 Dividend Yield (annualized) 3.11%

Founded in 1902 with a single location Price/Earnings (LTM) 12.3

in Indiana, PA, S&T Bancorp, Inc. has

grown to 64 branch offices that provide

a full range of financial services to

individuals and businesses in 17 counties 64 offices in 17 counties in Pennsylvania & Ohio

in Pennsylvania and northeast Ohio. 2 Loan Production Offices in Ohio and New York

Additionally, S&T has loan production

offices in central Ohio and western

New York.

Investment Thesis:

• Above peer performance

• Strategic and effective mergers

and expansion

• Demonstrated expense discipline

and efficiency

• Organic growth

• Sound asset quality

• Stable regional economy with long

term oil and gas benefit

Recent Mergers and Expansions:

December 21, 2015

S&T Bank branch opens in Akron, Ohio.

March 23, 2015

S&T Bank loan production office opens S&T Bank Loan Production Offices

to service western New York.

March 4, 2015

S&T Bancorp merges with Integrity

Bancshares in southcentral PA, adding Total Annualized Shareholder Return

8 offices in 4 counties, $789 million in Includes reinvested dividends

loans, and $722 million in deposits. (Data as of 06.30.16)

June 18, 2014 1 YR 3 YR 5 YR 10 YR

S&T Bank branch opens in State

College, PA. STBA -15.10% 10.50% 8.72% 0.13%

January 21, 2014

S&T Bank loan production office opens NASDAQ Bank -3.07% 9.53% 11.60% 0.80%

to service central Ohio.

KRX-Dow Jones KBW Regional Bank -6.21% 9.66% 11.68% 0.67%

S&P 500 3.97% 11.60% 12.06% 7.41%

Source: Bloomberg

MEMBER FDIC

Senior Management:

Todd D. Brice

President and Chief Executive Officer

Mark Kochvar

Senior Executive Vice President, Chief Financial Officer

David G. Antolik

Senior Executive Vice President, Chief Lending Officer

David P. Ruddock

Senior Executive Vice President, Chief Operating Officer

Rebecca A. Stapleton

Senior Executive Vice President, Chief Banking Officer

Investor Relations Contact:

Mark Kochvar

S&T Bancorp, Inc.

800 Philadelphia Street Indiana, PA 15701 724.465.4826 mark.kochvar@stbank.net For more information visit stbancorp.com or stbank.com.

Common stock traded on the NASDAQ under the symbol STBA

Analyst Coverage:

The following analysts published research about S&T Bancorp, Inc. in 2016.

Boenning & Scattergood Matthew Schultheis • 610.832.5290 mschultheis@boenninginc.com Keefe, Bruyette & Woods Collyn Gilbert • 973.549.4092 collyn.gilbert@kbw.com Piper Jaffray Matthew Breese • 207.233.4399 matthew.m.breese@pjc.com Raymond James Daniel Cardenas • 312.655.2986 daniel.cardenas@raymondjames.com

Financial Highlights:

2016 2016 2015 2014 2013

Q2 Q1 Full Year Full Year Full Year

Net Income (in $ thousands) $17,059 $16,093 $67,081 $57,910 $50,539

Diluted Earnings per Share $0.49 $0.46 $1.98 $1.95 $1.70

Dividends Declared per Share $0.19 $0.19 $0.73 $0.68 $0.61

Total Assets (in $ millions) $6,674 $6,479 $6,318 $4,965 $4,533

Total Loans (in $ millions) $5,400 $5,188 $5,063 $3,872 $3,568

Total Deposits (in $ millions) $5,120 $5,018 $4,877 $3,909 $3,672

Return on Average Assets* 1.05% 1.01% 1.13% 1.22% 1.12%

Return on Average Equity* 8.37% 8.06% 8.94% 9.71% 9.21%

Return on Tangible Equity* 13.30% 13.00% 14.39% 14.02% 13.94 %

Net Interest Margin (FTE) 3.44% 3.53% 3.56% 3.50% 3.50%

Nonperforming Assets/Loans + OREO 0.80% 1.00% 0.71% 0.33% 0.64%

Allowance for Loan Losses/Total Loans 0.97% 0.97% 0.96% 1.24% 1.30%

Net Loan Charge-offs / Average Loans* 0.23% 0.22% 0.22% 0.00% 0.25%

Risk-based Capital—Total 11.52% 11.57% 11.60% 14.27% 14.36%

Tangible Common Equity/Tangible Assets 8.30% 8.33% 8.24% 9.00% 9.03%

* Annualized for quarterly data

Our Reputation Speaks for Itself

Named to the prestigous Sandler O’Neill Sm-All Stars Class of 2013, 2014, and 2015. Superior Customer Service

Consistently ranked high in customer satisfaction.

American Heart Association

S&T recognized as a Gold Level Fit-Friendly Worksite in 2015.

One customer at a time.

This document may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve risks and uncertainties that could cause actual results to differ materially from the results discussed in these statements. These risks are detailed in the company’s latest form 10-Q and 10-K filed with the Securities and Exchange Commission.

This document also contains or references, certain non-GAAP financial measures, such as net interest margin (FTE). Although S&T believes that these measures enhance investors’ understanding of S&T’s business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP, and should be read in conjunction with the audited financial statements and analysis as presented in the Annual Report on Form 10-K as well as the unaudited financial statements and analyses as presented in the respective Quarterly Reports on Forms 10-Q for S&T Bancorp, Inc. and subsidiaries.

EX-99.2

Second Quarter 2016 Exhibit 99.2

Forward Looking Statement and Risk Factor This presentation contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements include, among others, statements regarding trends, strategies, plans, beliefs, intentions, expectations, goals and opportunities. Forward looking statements are typically identified by words or phrases such as believe, expect, anticipate, intend, estimate, assume, strategy, plan, outlook, outcome, continue, remain, trend and variations of such words and similar expressions, or future or conditional verbs such as will, would, should, could, may or similar expressions. Actual results and performance could differ materially from those anticipated by these forward-looking statements. Factors that could cause such a difference include, but are not limited to, general economic conditions, changes in interest rates, deposit flows, loan demand, asset quality, including real estate and other collateral values, and competition. S&T cautions that these forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. These forward-looking statements speak only as of the date hereof, and S&T assumes no duty to update forward-looking statements. Subsequent written or oral statements attributable to S&T or persons acting on its behalf are expressly qualified in their entirety by the cautionary statements contained herein and those in S&T’s reports previously and subsequently filed with the Securities and Exchange Commission.

Non-GAAP Financial Measures In addition to the results of operations presented in accordance with Generally Accepted Accounting Principles (GAAP), S&T management uses and this presentation contains or references certain non-GAAP financial measures, such as net interest income on a fully taxable equivalent basis. S&T believes these financial measures provide information useful to investors in understanding our operational performance and business and performance trends which facilitate comparisons with the performance of others in the financial services industry. Although S&T believes that these non-GAAP financial measures enhance investors’ understanding of S&T’s business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP. The non-GAAP financial measures contained therein should be read in conjunction with the audited financial statements and analysis as presented in the Annual Report on Form 10-K as well as the unaudited financial statements and analyses as presented in the respective Quarterly Reports on Forms 10-Q for S&T Bancorp, Inc. and subsidiaries.

Corporate Profile

Performance Summary (1)Refer to appendix for reconciliation of Non-GAAP financial measures (2)Annualized for quarterly data

STBA Investment Thesis Above peer performance Strategic and effective mergers and expansion Demonstrated expense discipline and efficiency Organic growth Sound asset quality Stable regional economies with long-term oil and gas benefit Undervalued compared to peer

Performance

Performance Performance

Performance

Mainline National Bank acquired - March 9, 2012 Northeast Ohio Loan Production Office opened – August 27, 2012 Gateway Bank acquired August 13, 2012 Western NY LPO opened – March 23, 2015 Integrity Bank acquired March 4, 2015 Central Ohio LPO opened – January 21, 2014 S&T Bank branch opens in State College, PA June 18, 2014 Mergers and expansion S&T Bank branch opens in Akron, OH December 21, 2015

Expenses

Expenses

Growth

Market Opportunity MSA 2016 Population (in thousands) 2016-2021 % Change Median HH Income (in thousands) Locations Deposits (in millions) Deposit Market Share % Loans (in millions) Pittsburgh, PA 2,353 0.14% 55 27 $1,846 1.6% $2,018 Indiana, PA1 87 (0.97)% 47 10 $1,399 58.3% $380 Jefferson-Clarion, PA2 83 (1.64)% 44 8 $555 34.7% $239 DuBois, PA1 81 (0.39)% 43 2 $175 13.4% $124 Johnstown, PA 135 (3.51)% 43 6 $133 4.7% $83 Altoona, PA 125 (0.70)% 46 1 $49 2.1% $148 Harrisburg-Carlisle, PA 565 2.14% 61 4 $518 4.2% $342 Lancaster, PA 538 2.53% 60 3 $155 1.4% $400 York-Hanover, PA 443 1.50% 59 1 $27 0.4% $83 State College, PA 161 3.01% 56 1 $11 0.4% $56 Akron, OH 705 0.55% 53 1 - - $102 Cleveland-Elyra, OH 2,061 (0.05)% 52 - - - $123 Columbus, OH 2,030 4.27% 58 1 - - $272 Rochester, NY 1,084 0.90% 55 1 - - $70 Buffalo-Cheektowaga-Niagara Falls, NY 1,137 0.85% 53 - - - $131 1 Micropolitan statistical area 2 Counties not part of an MSA or Micropolitan statistical area Source: SNL, Nielson, and internal data Growth

Asset quality

Asset quality

Home Equity $480 39% Mortgage/Construction $677 56% Other $58 5% CRE $2,389 57% C&I $1,386 33% Construction $398 10% Loan Mix As of 06.30.16 Total Portfolio Loans $5,388 Commercial Consumer Asset quality In $ millions

Asset quality Commercial Real Estate Diversification As of 06.30.16 Total CRE $2,389 million

Stable regional economies with long-term oil & gas benefit Regional economy

Undervalued compared to peer(1) Valuation (1)KRX-Dow Jones KBW Regional Bank Index Members Stock prices as of 07.20.16; Performance for last twelve months reported Source: Bloomberg

Stock Performance 1 YR 3YR 5YR 10YR STBA -15.10% 10.50% 8.72% 0.13% NASDAQ Bank -3.07% 9.53% 11.60% 0.80% KRX-Dow Jones KBW Regional Bank -6.21% 9.66% 11.68% 0.67% S&P 500 3.97% 11.60% 12.06% 7.41% Institutional Ownership 49.20% Insider Ownership 3.19% Employee 401K 1.74% Source: Bloomberg Source: NASDAQ and internal data Source: SNL Stock Price Change (%) Total Annualized Shareholder Return Includes reinvested dividends (Data as of 06.30.16) Valuation

Rate Sensitivity As of 06.30.16 Loans & Securities Floating Rate $2,294 37% ARM/Future Reset $1,607 26% Fixed Rate $2,251 37% Total $6,152 100% Deposits & Borrowings Floating Rate/Short Wholesale Liabilities $955 17% Non-Maturity Variable Deposits $2,196 38% Non-Interest Bearing DDA $1,220 21% Fixed Rate $1,409 24% Total $5,780 100% Dollars in millions

Senior Management Name Title Years in Banking Years with S&T Todd D. Brice President & CEO 31 31 Mark Kochvar Chief Financial Officer 30 24 David G. Antolik Chief Lending Officer 28 26 Ernest J. Draganza Chief Risk Officer 29 24 Patrick J. Haberfield Chief Credit Officer 29 6 David P. Ruddock 31 31 Thomas J. Sposito, II Market Executive 31 4 Rebecca A. Stapleton Chief Banking Officer 28 28 Chief Operating Officer

Continuous Improvement Multi-Faceted Growth Profit Improvement Operational Effectiveness Culture Customer Experience Risk Management 3 mergers since 2012 3 new LPOs in 3 years McCandless, PA branch opened in 2015 Akron, OH branch opened in 2015 Platinum banking Closed 5 branches Converted 2 branches to drive-ups New wealth management restructure Repositioned credit card product New floor plan system New mortgage origination system New consumer loan origination system Replaced computer network infrastructure Organization wide focus Voted Best Place to Work in PA. AARP recognition Green initiative Summer internship program Support our communities work initiative Marketing rebranding 2 branch innovation centers Digital strategy New training center Enterprise-wide focus Balanced risk vs. reward

Lines of Business Commercial Banking 48 commercial bankers 18 business bankers Privately held companies with sales up to $150 million Regional team based approach to credit delivery Dedicated small business (B2B) delivery channel Dedicated treasury management team Retail Banking Competitive, relationship driven Robust suite of deposit and loan products Over 122,500 households 64 branches; average size of $73.1 million Technology driven with over 103,000 online banking and over 48,000 mobile banking customers S&T-Evergreen Insurance Full service agency Commercial P&C (76%) Group life and health (12%) Personal lines (12%) Annual revenue of $4.8 million Focus on increasing penetration of S&T customer base Wealth Management $2.1 billion AUM 3 divisions S&T Trust S&T Financial Services RIA/Stewart Capital Advisors Annual revenue of $11.0 million New leadership: Greg Lefever, 36 years in banking

The Right Size Big enough to: Provide full complement of products and services Access technology Access capital markets Attract talent Expand – mergers and acquisitions/de novo Small enough to: Stay close to our customers Understand our markets Be responsive

Income Statement Dollars in thousands, except per share data

Balance Sheet Dollars in thousands

Net Interest Margin *Refer to appendix for reconciliation of Non-GAAP financial measures

Loan Portfolio Dollars in thousands

Asset Quality Dollars in thousands

Capital *Refer to appendix for reconciliation of Non-GAAP financial measures

APPENDIX – Non-GAAP Measures

APPENDIX – Non-GAAP Measures

Second Quarter 2016