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 28, 2019

NBT BANCORP INC.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation or organization) 000-14703
(Commission File Number) 16-1268674
(I.R.S. 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

Not Applicable

(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:

☐
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))

Securities registered pursuant to Section 12(b) of the Act:

Title of class	Trading Symbol	Name of exchange on which registered
Common Stock, par value $0.01 per share	NBTB	The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events

On August 28, 2019, NBT Bancorp Inc. (the “Company”) announced the appointment of Angela Wolfe Kelley as Executive Vice President and General Counsel. She will serve on the Company’s Executive Management Team and will be appointed Corporate Secretary by NBT’s Board of Directors. A copy of the press release announcing Kelley’s appointment is filed with this Current Report on Form 8-K as Exhibit 99.1, and 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

99.1	Press release of NBT Bancorp Inc. dated August 28, 2019
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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

	NBT BANCORP INC.
Date: August 28, 2019	By:	/s/ Michael J. Chewens
		Michael J. Chewens
		Senior Executive Vice President
		and Chief Financial Officer

EX-99.1

Exhibit 99.1

	FOR IMMEDIATE RELEASE ATTENTION: FINANCIAL AND BUSINESS EDITORS
	Contact:	Florence Doller SVP and Director of Corporate Communications 607.337.6118 / fdoller@nbtbank.com

NBT BANCORP INC. HIRES ANGELA KELLEY AS GENERAL COUNSEL

NORWICH, NY (August 28, 2019) – NBT Bancorp Inc. (NBT) (NASDAQ: NBTB) President and CEO John H. Watt, Jr. announced that Angela Wolfe Kelley has joined NBT as Executive Vice President and General Counsel. In this position, Kelley will coordinate NBT’s legal activities, manage external legal counsel and oversee relations with regulatory agencies.

Kelley will serve on NBT’s Executive Management Team and will be appointed Corporate Secretary by NBT’s Board of Directors. She will be based at the company’s headquarters in Norwich, NY.

Kelley has 12 years of corporate law experience. She comes to NBT from Heartland Financial USA, Inc., a financial services holding company based in Dubuque, IA, where she was employed as Senior Vice President, Deputy General Counsel and Corporate Secretary.

“We are very pleased to welcome Angela Kelley to NBT,” said Watt. “Her experience managing legal, risk and other activities for a larger community bank has prepared her well for her new role at NBT. We look forward to her strategic advice as we continue to grow.”

Prior to joining Heartland Financial, Kelley was an attorney with Faegre Baker Daniels LLP of Minneapolis and Des Moines. She earned her Juris Doctor at University of Iowa College of Law and her bachelor’s degree in Political Science and Psychology from the University of Iowa.

NBT Bancorp Inc. is a financial holding company headquartered in Norwich, NY, with total assets of $9.6 billion at June 30, 2019. The Company primarily operates through NBT Bank, N.A., a full-service community bank and through two financial services companies. NBT Bank, N.A. has 149 banking locations in New York, Pennsylvania, Vermont, Massachusetts, New Hampshire and Maine. EPIC Retirement Plan Services, based in Rochester, NY, is a full-service 401(k) plan recordkeeping firm. NBT Insurance Agency, LLC, based in Norwich, NY, is a full-service insurance agency. More information about NBT and its divisions is available online at: www.nbtbancorp.com, www.nbtbank.com, www.epic1st.com and www.nbtinsurance.com.

XML

Document and Entity Information	Aug. 28, 2019
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 28, 2019
Entity Registrant Name	NBT BANCORP INC
Entity Incorporation, State or Country Code	DE
Entity File Number	000-14703
Entity Tax Identification Number	16-1268674
Entity Address, Address Line One	52 South Broad Street
Entity Address, City or Town	Norwich
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	13815
City Area Code	607
Local Phone Number	337-2265
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000790359
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	NBTB
Security Exchange Name	NASDAQ