8-K

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): March 25, 2013

NBT BANCORP INC.

(Exact name of registrant as specified in its charter)

Delaware	0-14703	16-1268674
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

52 South Broad Street, Norwich, New York	13815
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code:  (607) 337-2265

(Former name or former address, if changed since last report)

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:

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

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

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

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

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 25, 2013, in connection with NBT Bancorp Inc.’s (the “Company”) recently completed acquisition of Alliance Financial Corporation (“Alliance”), and pursuant to the terms of that certain Agreement and Plan of Merger, dated as of October 7, 2012, between the Company and Alliance, the Board of Directors of the Company (the “Board”) appointed Jack H. Webb, Lowell A. Seifter and Paul M. Solomon to the Board.  In addition, Messrs. Webb, Seifter and Solomon and Donald H. Dew were each appointed to the Board of Directors of NBT Bank, N.A.  A copy of the press release announcing the appointments is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Messrs. Webb, Seifter and Solomon will each hold office until the Company’s 2013, 2014 and 2015 annual meeting of shareholders, respectively, or until a successor of each such director is elected and qualified. Mr. Webb has been nominated to stand for re-election to the Board at the Company’s 2013 annual meeting of shareholders for a term expiring in 2016.

There have been no transactions involving Messrs. Webb, Seifter or Solomon that would require disclosure under Item 404(a) of Regulation S-K.

Mr. Webb currently has an employment agreement with the Company, a copy of which was filed as Exhibit 10.28 to the Company’s Form 10-K filed March 1, 2013 and which is incorporated herein by reference.  As non-employee members of the Board, Messrs. Seifter and Solomon will be entitled to the director compensation set forth in the Description of Arrangement for Directors Fees, a copy of which was filed as Exhibit 10.21 to the Company’s Form 10-K filed March 1, 2013 and which is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(a)  Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits.

Exhibit No. Description

10.1 Employment Agreement, dated October 7, 2012, between NBT Bancorp Inc. and Jack H. Webb (filed as Exhibit 10.28 to NBT Bancorp Inc.’s Form 10-K for the year ended December 31, 2012 and incorporated herein by reference).

10.2 Description of Arrangement for Directors Fees (filed as Exhibit 10.21 to NBT Bancorp Inc.’s Form 10-K for the year ended December 31, 2012 and incorporated herein by reference).

99.1 Press release dated March 27, 2013.

- 2 -

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

		NBT BANCORP INC.
Date: March 27, 2013	By:	/s/ F. Sheldon Prentice
		F. Sheldon Prentice
		Executive Vice President, General Counsel and Corporate Secretary

- 3 -

EXHIBIT INDEX

Exhibit No. Description

10.1 Employment Agreement, dated October 7, 2012, between NBT Bancorp Inc. and Jack H. Webb (filed as Exhibit 10.28 to NBT Bancorp Inc.’s Form 10-K for the year ended December 31, 2012 and incorporated herein by reference).

10.2 Description of Arrangement for Directors Fees (filed as Exhibit 10.21 to NBT Bancorp Inc.’s Form 10-K for the year ended December 31, 2012 and incorporated herein by reference).

99.1 Press release dated March 27, 2013.

- 4 -

EX-99.1

EXHIBIT 99.1

Contact: Florence Doller Senior Vice President and Director of Marketing NBT Bank 607.337.6118 fdoller@nbtbank.com

NBT BANCORP ANNOUNCES ADDITION OF DIRECTORS FROM

ALLIANCE FINANCIAL CORPORATION

NORWICH, NY (March 27, 2013) – NBT Bancorp Inc. (NBT) (NasdaqGS: NBTB) announced today that Lowell A. Seifter and Paul M. Solomon, who served as directors for the recently acquired Alliance Financial Corporation (Alliance), have been appointed to the boards of directors for NBT Bancorp Inc. and NBT Bank, N.A.

Seifter and Solomon join former Alliance Chairman, President and CEO Jack H. Webb as new directors on NBT’s corporate and bank boards. In addition, Donald H. Dew, who also served as director for Alliance, has been appointed to the board of directors for NBT Bank, N.A.

NBT President and CEO Martin Dietrich said, “We’re pleased to welcome Lowell Seifter, Paul Solomon, Jack Webb and Donald Dew to board service at NBT. Their business acumen and knowledge of central New York were great assets to Alliance, and we look forward to benefiting from their expertise as directors for NBT.”

Seifter is a senior vice president and general counsel for St. Joseph’s Hospital and Health Center in Syracuse, New York. He was a founding member of Green & Seifter Attorneys, PLLC, now known as Bousquet Holstein Attorneys, PLLC, where he practiced law for 34 years. From 2002 to 2006, Seifter was a member of the board of directors for Bridge Street Financial, Inc. and its banking subsidiary, Oswego County National Bank. From 2006 until the merger with NBT, he served on the board of directors for Alliance Financial Corporation and its subsidiary Alliance Bank. Seifter received a B.S. degree from Syracuse University and a J.D. degree from Syracuse University College of Law. He is a non-practicing certified public accountant.

Solomon is managing partner of a venture capital firm, PJ Equities, LLP. In July 2005, he cofounded US Beverage Net and currently serves as chairman of its board of directors. He serves as vice chairman and treasurer and as a member of the board of trustees for Millbrook School. From 2001 until the merger with NBT, Solomon served on the board of directors for Alliance Financial Corporation and its subsidiary Alliance Bank. He received a degree from Syracuse University and is a graduate of Millbrook School.

Dew was the chairman and chief executive officer of Diemolding Corporation until his retirement in 2007 and a director until 2009. He currently serves as secretary of the Rotary Club of Oneida and a member of advisory board of the Board of Cooperative Educational Services. From 1988 to 1999, Dew was a member of the board of directors for Oneida Valley Bancshares Inc. and its banking subsidiary, Oneida Valley National Bank. From 1999 until the merger with NBT, he served on the board of directors for Alliance Financial Corporation and its subsidiary Alliance Bank. A former director of the Manufacturers Association of Central New York and Higbee Gaskets, Dew received a B.S. degree from Ripon College and attended the Executive Management and Manufacturing Management Programs at Pennsylvania State University and the Wharton School of Business at the University of Pennsylvania.

The merger of Alliance into NBT was completed at the close of business on March 8, 2013. Following a weekend systems conversion, Alliance Bank’s 26 branches opened as NBT Bank offices on March 11, 2013. The addition of Alliance Bank’s locations to NBT Bank’s branch network extended NBT’s footprint into a contiguous five-county area in central New York that includes the counties of Onondaga, Cortland, Madison, Oneida and Oswego.

Corporate Overview

NBT Bancorp Inc. is a financial holding company headquartered in Norwich, N.Y. The company primarily operates through NBT Bank, N.A., a full-service community bank with three divisions, and through two financial services companies. NBT Bank, N.A. has 161 locations, including 121 NBT Bank offices in upstate New York, northwestern Vermont and western Massachusetts, 35 Pennstar Bank offices in northeastern Pennsylvania, and 5 Hampshire First Bank offices in southern New Hampshire. EPIC Advisors, Inc., based in Rochester, N.Y., is a full-service 401(k) plan recordkeeping firm. Mang Insurance Agency, LLC, based in Norwich, N.Y., is a full-service insurance agency. More information about NBT and its divisions can be found on the Internet at: www.nbtbancorp.com, www.nbtbank.com, www.pennstarbank.com, www.hampshirefirst.com, www.epic1st.com and www.manginsurance.com.

# # #