What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2025-03-03 compared with 2024-02-27 · 285 added, 361 removed, 1886 unchanged (26% of the section changed)

55 unchanged sentences

CONSOLIDATED STATEMENTS OF NET INCOME

Years ended December 31,

Twelve Months Ended December 31,

(dollars in thousands, except per share data) 2024 2023 2022

18 unchanged sentences

NONINTEREST INCOME

Net gain on sale of securities

Net (loss) gain on sale of securities

( 7,938 ) — 198

Debit and credit card 18,263 18,248 19,008

1 unchanged sentence

Wealth management 12,259 12,186 12,717

Mortgage banking 1,164 2,215 9,734

Other 10,226 10,993 9,507

6 unchanged sentences

Furniture, equipment and software 13,559 12,912 11,606

Professional services and legal 7,823 8,318 6,368

Other taxes 6,813 6,620 6,644

Marketing 6,351 6,488 5,600

Other taxes 7,452 6,813 6,620

Professional services and legal 5,468 7,823 8,318

FDIC insurance 4,201 4,122 2,854

19 unchanged sentences

Tax effect ( 458 ) ( 4,407 ) 23,805

Net available-for-sale securities gains reclassified into earnings (1)

Net available-for-sale securities losses (gains) reclassified into earnings (1)

7,938 — ( 198 )

Tax effect ( 1,563 ) — 42

4 unchanged sentences

Net interest rate swap losses reclassified into earnings (2)

13,403 12,382 91

Tax effect ( 2,796 ) ( 2,662 ) ( 19 )

4 unchanged sentences

Net employee benefit plan losses reclassified into earnings (3)

— 2,080 3,198

Tax effect — — ( 501 )

3 unchanged sentences

(1) Reclassification adjustments are comprised of realized security gains or losses.

The realized gains or losses have been recorded in net gain on sale of securities in the Consolidated Statements of Net Income.

(2) Reclassification adjustments have been recorded in interest income in the Consolidated Statements of Net Income.

The realized gains or losses have been recorded in net (loss) gain on sale of securities in the Consolidated Statements of Net Income.

(2) Reclassification adjustments have been recorded in loan interest income in the Consolidated Statements of Net Income.

(3) Reclassification adjustments are comprised of realized actuarial gains or losses and settlement charges.

18 unchanged sentences

— — 1,927 — ( 2,735 ) ( 808 )

Repurchase of S&T stock ( 268,503 shares)

— — — — ( 7,637 ) ( 7,637 )

Recognition of restricted stock compensation expense — 3,188 — — — 3,188

1 unchanged sentence

Net income for the year ended December 31, 2023 — — 144,781 — — 144,781

Other comprehensive loss, net of tax — — — ( 105,035 ) — ( 105,035 )

Other comprehensive income, net of tax — — — 21,224 — 21,224

Impact of adoption of ASU 2022-02 — — ( 447 ) — — ( 447 )

Cash dividends declared ($ 1.29 per share)

17 unchanged sentences

— — 243 — ( 1,113 ) ( 870 )

Repurchase of S&T Stock ( 739,426 shares)

— — — — ( 19,998 ) ( 19,998 )

Recognition of restricted stock compensation expense — 4,622 — — — 4,622

13 unchanged sentences

Stock-based compensation expense 4,622 3,874 3,188

Gain on sale of securities

Loss (gain) on sale of securities

7,938 — ( 198 )

Deferred income taxes ( 296 ) 601 ( 2,932 )

(Gain) loss on sale of fixed assets

Loss (gain) on sale of fixed assets

196 ( 100 ) 61

1 unchanged sentence

( 69 ) ( 81 ) ( 1,229 )

(Gain) loss on sale and fair value adjustments of other real estate owned, net

Loss (gain) on sale and fair value adjustments of other real estate owned, net

58 ( 3,898 ) ( 3,119 )

2 unchanged sentences

Net change in:

Net (increase) decrease in interest receivable ( 7,094 ) ( 10,033 ) 3,561

Net increase (decrease) in interest payable

Net decrease (increase) in interest receivable 2,703 ( 7,094 ) ( 10,033 )

Net increase in interest payable

4,998 17,763 2,901

Net decrease (increase) in other assets

Net (increase) decrease in other assets

( 1,732 ) 14,311 ( 24,628 )

Net (decrease) increase in other liabilities

Net increase (decrease) in other liabilities

9,627 ( 28,430 ) 114,804

5 unchanged sentences

Proceeds from sales of securities 136,401 — 30,490

(Purchases) redemption of Federal Home Loan Bank stock

Redemption (purchases) of Federal Home Loan Bank stock

9,851 ( 2,047 ) ( 13,515 )

Net (increase) decrease in loans

Net increase in loans

( 106,239 ) ( 492,795 ) ( 192,403 )

5 unchanged sentences

Net payments from cash flow hedge ( 11,480 ) ( 12,383 ) ( 91 )

Net Cash (Used in) Provided by Investing Activities

Net Cash Used in Investing Activities

( 118,292 ) ( 444,219 ) ( 398,678 )

FINANCING ACTIVITIES

Net (decrease) increase in demand, money market and savings deposits

Net decrease in demand, money market and savings deposits

( 23,963 ) ( 345,260 ) ( 623,076 )

1 unchanged sentence

285,321 647,111 ( 153,400 )

Net increase (decrease) in short-term borrowings

Net (decrease) increase in short-term borrowings

( 265,000 ) 45,000 285,509

4 unchanged sentences

Repurchase of common stock — ( 19,808 ) ( 7,637 )

Net Cash Provided by (Used in) Financing Activities

Net Cash (Used in) Provided by Financing Activities

( 43,867 ) 296,073 ( 554,053 )

10 unchanged sentences

Supplemental Disclosures

Loans transferred to portfolio from held for sale $ — $ — $ 4,467

Right of use assets obtained in exchange for lease obligations $ 604 $ 2,009 $ —

21 unchanged sentences

DN Acquisition Company, Inc.

was acquired with the DNB merger and was incorporated for the purpose of acquiring and holding OREO acquired through foreclosure or deed in-lieu-of foreclosure, as well as Bank-occupied real estate.

was acquired with the DNB merger and was incorporated for the purpose of acquiring and holding other real estate owned, or OREO, acquired through foreclosure or deed in-lieu-of foreclosure, as well as bank-occupied real estate.

Accounting Policies

14 unchanged sentences

We record goodwill for the excess of the purchase price over the fair value of net assets acquired.

Results of operations of the acquired entities are included in the Consolidated Statement of Net Income from the date of acquisition.

Acquired loans are recorded at fair value on the date of acquisition with no carryover of the related ACL.

Results of operations of the acquired entities are included in the Consolidated Statements of Net Income from the date of acquisition.

Acquired loans are recorded at fair value on the date of acquisition with no carryover of the related allowance for credit losses, or ACL.

Determining the fair value of acquired loans involves estimating the principal and interest cash flows expected to be collected on the loans and discounting those cash flows at a market rate of interest.

15 unchanged sentences

Available-for-sale debt securities, equity securities, trading securities held in a deferred compensation plan and derivative financial instruments are recorded at fair value on a recurring basis.

Additionally, from time to time, we may be required to record other assets at fair value on a nonrecurring basis, such as loans held for sale, individually assessed loans, other real estate owned, or OREO, and other repossessed assets, mortgage servicing rights, or MSRs, and certain other assets.

Additionally, from time to time, we may be required to record other assets at fair value on a nonrecurring basis, such as loans held for sale, loans individually evaluated, OREO and other repossessed assets, mortgage servicing rights, or MSRs, and certain other assets.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants at the measurement date.

91 unchanged sentences

Collateral receivable is cash that is made available to counterparties as collateral for our interest rate swaps.

The carrying amount included in other assets on our Consolidated Balance Sheets approximates fair value.

The carrying amount included in other assets in our Consolidated Balance Sheets approximates fair value.

The fair values disclosed for deposits without defined maturities (e.g., noninterest and interest-bearing demand, money market and savings accounts) are by definition equal to the amounts payable on demand.

5 unchanged sentences

Short-Term Borrowings

The carrying amounts of securities sold under repurchase agreements, or REPOs, and other short-term borrowings approximate their fair values.

The carrying amounts of short-term borrowings approximate their fair values.

Fair values are based on observable inputs in a secondary market;

15 unchanged sentences

Collateral payable is cash that is received from counterparties as collateral for our interest rate swaps.

The carrying amount included in other liabilities on our Consolidated Balance Sheets approximates fair value.

The carrying amount included in other liabilities in our Consolidated Balance Sheets approximates fair value.

Cash and Cash Equivalents

3 unchanged sentences

A determination will be made on whether a decline in the fair value below the amortized cost basis is due to credit-related factors or noncredit-related factors.

Any impairment that is not credit-related is recognized in OCI, net of applicable taxes.

Any impairment that is not credit-related is recognized in Other Comprehensive Income (Loss), or OCI, net of applicable taxes.

Credit-related impairment is recognized as an ACL on the balance sheet with a corresponding adjustment to provision for credit losses in the Consolidated Statements of Net Income.

10 unchanged sentences

The remaining unamortized fees and costs are recognized as part of the cost basis of the loan at the time it is sold.

Gains and losses on sales of mortgage loans held for sale are included in mortgage banking in noninterest income in the Consolidated Statements of Net Income.

Gains and losses on sales of mortgage loans held for sale are included in other noninterest income in the Consolidated Statements of Net Income.

Loans are reported at the principal amount outstanding net of unearned income.

29 unchanged sentences

Historical credit loss experience is the basis for the estimation of expected credit losses.

Our quantitative model uses historic data back to the second quarter of 2009.

Our quantitative model uses historical data back to the second quarter of 2009.

We apply historical loss rates to pools of loans with similar risk characteristics.

After consideration of the historic loss calculation, management applies qualitative adjustments to reflect the current conditions and reasonable and supportable forecasts not already reflected in the historical loss information at the balance sheet date.

After consideration of the quantitative loss calculation, management applies qualitative adjustments to reflect the current conditions and reasonable and supportable forecasts not already reflected in the historical loss information at the balance sheet date.

Our reasonable and supportable forecast is for a period of two years and is based on the unemployment forecast and management judgment.

41 unchanged sentences

Leases are classified as either finance or operating leases.

We recognize leases on our Consolidated Balance Sheets as right-of-use, or ROU, assets and related lease liabilities.

We recognize leases in our Consolidated Balance Sheets as right-of-use, or ROU, assets and related lease liabilities.

Finance ROU assets are included in premises and equipment and related finance lease liabilities are included in long-term borrowings.

4 unchanged sentences

Interest and amortization expenses are recognized for finance leases over the lease term.

Leases with an initial term of 12 months or less are not recorded on the balance sheet and the related lease expense is recognized on a straight-line basis over the lease term in occupancy on our Consolidated Statements of Net Income.

Lease and non-lease components are accounted for as a single lease component in our Consolidated Balance Sheet.

Lease and amortization expenses are included in occupancy expense and interest on finance lease liabilities is included in borrowings interest expense in our Consolidated Statements of Net Income.

12 unchanged sentences

Goodwill represents the excess of the purchase price over the fair value of net assets acquired.

We have one reporting unit.

We have one reportable segment.

The carrying value of goodwill is tested annually for impairment each October 1st or more frequently if events and circumstances indicate that it may be impaired.

A qualitative assessment is performed to determine whether it is more likely than not that the reporting unit's fair value is less than its carrying value.

We perform a quantitative impairment test only if we conclude that it is more likely than not that a reporting unit's fair value is less than the carrying amount.

Determining the fair value of a reporting unit is judgmental and involves the use of significant estimates and assumptions.

The fair value of the

We perform a quantitative impairment test only if we

S&T BANCORP, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

reporting unit is determined by using both a discounted cash flow model and a market based model.

conclude that it is more likely than not that a reporting unit's fair value is less than the carrying amount.

Determining the fair value of a reporting unit is judgmental and involves the use of significant estimates and assumptions.

The fair value of the reporting unit is determined by using both a discounted cash flow model and a market based model.

The discounted cash flow model has many assumptions including future earnings projections, a long-term growth rate and discount rate.

16 unchanged sentences

However, the junior subordinated debt securities issued by S&T are included in liabilities in our Consolidated Balance Sheets.

Qualified Affordable Housing

Tax Credit Equity Investments

We have made investments directly in Low Income Housing Tax Credit, or LIHTC, partnerships formed with third parties.

As a limited partner in these operating partnerships, we receive tax credits and tax deductions for losses incurred by the underlying properties.

These investments are amortized over a maximum of 10 years, which represents the period over which the tax credits will be utilized.

These investments are amortized in proportion to the income tax credits and other income tax benefits received.

Our investments in Low Income Housing Partnerships, or LIHPs, represent unconsolidated VIEs and the assets and liabilities of the partnerships are not recorded on our balance sheet.

We have determined that we are not the primary beneficiary of these VIEs because we do not have the power to direct the activities that most significantly impact the economic performance of the partnership nor do we have both the obligation to absorb expected losses and the right to receive benefits.

We use the cost method to account for these partnerships.

These investments are recorded in other assets in our Consolidated Balance Sheets.

Amortization expense is included in other noninterest expense in the Consolidated Statements of Net Income.

We adopted ASU 2023-02, Accounting for Investments in Tax Credit Structures Using the PAM, effective January 1, 2024 and elected to utilize the proportional amortization method, or PAM, to account for these partnerships.

As a result, these investments are recorded in other assets and the remaining funding commitment is recorded in other liabilities in our Consolidated Balance Sheets.

Amortization expense is included in income tax expense in the Consolidated Statements of Net Income.

Prior to adopting PAM, the cost method was used to account for these partnerships.

Prior period results reflect these investments in other assets in our Consolidated Balance Sheets and amortization expense is included in other noninterest expense in the Consolidated Statements of Net Income.

OREO and Other Repossessed Assets

10 unchanged sentences

A nonqualified deferred compensation plan is offered to certain management employees providing an opportunity to continue to defer income on a tax deferred basis in excess of annual contribution or compensation limits for qualified plans.

The plan assets are held in a grantor trust, are legally assets of S&T and are beneficially owned by the participants.

The plan assets are held in a grantor trust, are legal assets of S&T and are beneficially owned by the participants.

The assets are available to satisfy the claims of general creditors in the event we would need to file bankruptcy.

1 unchanged sentence

A corresponding deferred compensation liability is recorded in other liabilities in the Consolidated Balance Sheets.

Gains and losses related to the change in value of plan assets are recorded in other noninterest income and salaries and employee benefits expense in our Consolidated Statements of Net Income, resulting in no impact to net income.

Gains and losses related to the change in value of plan assets and the deferred compensation liability offset resulting in no impact to net income.

Mortgage Servicing Rights

MSRs are recognized as separate assets when a mortgage loan is sold.

MSRs represents the estimated fair value of future net cash flows expected to be realized for performing the servicing activities.

MSRs represent the estimated fair value of future net cash flows expected to be realized for performing the servicing activities.

The fair value of the MSRs is estimated by calculating the present value of estimated future net servicing cash flows, considering expected mortgage loan prepayment rates, discount rates, servicing costs and other economic factors, which are determined based on current market conditions.

1 unchanged sentence

Increases in mortgage loan prepayments reduce estimated future net servicing cash flows because the life of the underlying loan is reduced.

MSRs are reported in other assets in the Consolidated Balance Sheets and are amortized into mortgage banking in noninterest income in the Consolidated Statements of Net Income in proportion to, and over the period of, the estimated future net servicing income of the underlying mortgage loans.

MSRs are reported in other assets in the Consolidated Balance Sheets and are amortized into other noninterest income in the Consolidated Statements of Net Income in proportion to, and over the period of, the estimated future net servicing income of the underlying mortgage loans.

MSRs are evaluated for impairment based on the estimated fair value of those rights.

19 unchanged sentences

Hedge accounting generally provides for the earnings effect of the hedged forecasted transactions in a cash flow hedge.

As long as the cash flow hedge continues to qualify for hedge accounting, the entire change in the fair value of the hedging instrument is recognized in OCI, net of applicable taxes, and reclassified into interest income as interest payments are received.

The change in the fair value is included in the change in other liabilities in the Consolidated Statements of Cash Flows.

S&T BANCORP, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

loan interest income as interest payments are received.

The change in the fair value is included in the change in other liabilities in the Consolidated Statements of Cash Flows.

Interest Rate Contracts with Customers

18 unchanged sentences

Both the rate lock commitment and the corresponding forward sale contract for each customer are considered derivatives, but are not accounted for using hedge accounting.

As such, changes in the estimated fair value of the derivatives during the commitment period are recorded in current earnings and included in mortgage banking in the Consolidated Statements of Net Income.

As such, changes in the estimated fair value of the derivatives during the commitment period are recorded in current earnings and included in other noninterest income in the Consolidated Statements of Net Income.

Treasury Stock

2 unchanged sentences

Gains and losses on the reissuance of common stock are recorded in additional paid-in capital.

The Inflation Reduction Act of 2022 created a new excise tax equal to 1 percent of the fair value of shares repurchased, effective after December 31, 2022.

We pay an excise tax equal to 1 percent of the fair value of shares repurchased.

The excise tax is included in the cost of treasury stock with an offset to other liabilities in the Consolidated Balance Sheets.

14 unchanged sentences

Debit and credit card revenue is recognized at a point in time when the transaction is settled.

Our performance obligation to our customers is generally satisfied and the related revenue is recognized at a point in time when the service is provided.

Third-party service contracts include annual volume and marketing incentives which are recognized over a period of twelve months when we meet thresholds as stated in the service contract.

Wealth management services - Wealth management services are primarily comprised of fees earned from the management and administration of trusts, assets under administration and other financial advisory services.

Generally, wealth

Our performance obligation to our customers is generally satisfied and the related revenue is recognized at a point in time when the service is

S&T BANCORP, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

management fees are earned over a period of time between monthly and annually, per the related fee schedules.

Third-party service contracts include annual volume and marketing incentives which are recognized over a period of twelve months when we meet thresholds as stated in the service contract.

Generally, wealth management fees are earned over a period of time between monthly and annually, per the related fee schedules.

Our performance obligations with our customers are generally satisfied when we provide the services as stated in the customers' agreements.

26 unchanged sentences

We expense all marketing-related costs, including advertising costs, as incurred.

We estimate income tax expense based on amounts expected to be owed to the tax jurisdictions where we conduct business.

On a quarterly basis, management assesses the reasonableness of our effective tax rate based upon our current estimate of the amount and components of net income, tax credits and the applicable statutory tax rates expected for the full year.

We classify interest and penalties as an element of tax expense.

S&T BANCORP, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

We estimate income tax expense based on amounts expected to be owed to the tax jurisdictions where we conduct business.

We classify interest and penalties as an element of tax expense.

Deferred income tax assets and liabilities are determined using the asset and liability method and are reported in other assets or other liabilities, as appropriate, in the Consolidated Balance Sheets.

16 unchanged sentences

Potentially dilutive common shares are related to restricted stock.

Recently Adopted Accounting Standards Updates, or ASU, or Updated

Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting

In March 2020, the FASB issued ASU No.

2020-04, Reference Rate Reform (Topic 848):

Facilitation of the Effects of Reference Rate Reform on Financial Reporting.

The amendments in this ASU provided optional guidance for a limited period of time to ease the potential burden in accounting for or recognizing the effects of reference rate reform on financial reporting.

The amendments provided optional expedients and exceptions for applying GAAP to loan and lease agreements, derivative contracts and other transactions affected by the anticipated transition away from the London Inter-Bank Offered Rate, or LIBOR, toward new interest rate benchmarks.

The optional guidance generally allowed for the modified contract to be accounted for as a continuation of the existing contract and does not require contract remeasurement at the modification date or reassessment of a previous accounting determination.

The amendments in this ASU were effective as of March 12, 2020 through December 31, 2022.

In January 2021, the FASB issued ASU 2021-01, Reference Rate Addendum (Topic 848) which clarified that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition.

The guidance was effective for all entities as of March 12, 2020 through December 31, 2022.

In December 2022, the FASB issued ASU No 2022-06, Reference Rate Reform (Topic 848):

Deferral of the Sunset Date of Topic 848.

The amendments in this ASU defer the sunset date for applying the reference rate reform relief by two years to December 31, 2024.

We adopted ASU 2020-04 and ASU 2021-01 on January 1, 2022 and ASU 2022-06 upon issuance.

We utilized the LIBOR transition relief as contract modifications were made during the course of the reference rate reform transition period.

ASU 2020-04, ASU 2021-01 and ASU 2022-06 did not have a material impact on our consolidated financial statements.

Financial Instruments Credit Losses (Topic 326) Troubled Debt Restructurings and Vintage Disclosures

In March 2022, the FASB issued ASU 2022-02, Financial Instruments Credit Losses (Topic 326):

Troubled Debt Restructuring and Vintage Disclosures.

The guidance eliminates the “once a TDR, always a TDR” requirement for loan disclosures and requires disclosures about the performance of modified loans to borrowers experiencing financial difficulty in the 12 months following the modification.

The amendments eliminate the recognition and measurement guidance related to TDRs for creditors that have adopted ASC 326 Financial Instruments - Credit Losses.

We adopted ASU 2016-13 Financial Instruments - Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments, on January 1, 2020.

ASC 326 requires the recognition of lifetime

We have one operating segment, Community Banking, based upon our current reporting structure at the consolidated level.

The chief operating decision maker, or CODM, uses consolidated net income when allocating resources and making operating decisions.

The accounting policies used to measure the profit and loss of the Community Banking segment are the same as those described in the summary of significant accounting policies.

The CODM does not review segment revenue or expense information at a lower level than what is included in our Consolidated Statements of Net Income.

Significant expenses reviewed by the CODM are consistent with what is presented in the Consolidated Statements of Net Income.

Expenses included within other expenses in the Consolidated Statements of Net Income include loan related expenses, travel and entertainment, telephone and contributions.

S&T BANCORP, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

expected credit losses when a loan is originated or acquired, so the effect of credit losses that occur in loans modified in TDRs is already included in the allowance for credit losses.

ASU 2022-02 requires a creditor to apply the loan refinancing and restructuring guidance in ASC 310-20 (consistent with the accounting for other loan modifications) to determine whether a modification results in a new loan or a continuation of an existing loan.

It also requires enhanced disclosures for modifications in the form of interest rate reductions, principal forgiveness, other-than-insignificant payment delays or term extensions (or combinations thereof) of loans made to borrowers experiencing financial difficulty.

Disclosures are required regardless of whether a modification of a loan to a borrower experiencing financial difficulty results in a new loan.

The objective of the disclosures is to provide information about the type and magnitude of modifications and the degree of their success in mitigating potential credit losses.

The amendments in this ASU were effective for fiscal years beginning after December 15, 2022, and interim periods therein.

We adopted ASU 2022-02, as of January 1, 2023, using a modified retrospective transition approach.

Results for reporting periods beginning after January 1, 2023 are presented under ASU 2022-02 while prior period amounts continue to be reported in accordance with previously applicable GAAP.

Under the previously applicable accounting guidance, commercial TDRs were individually assessed to determine if a specific reserve was required in the allowance for credit losses, or ACL.

The elimination of TDRs resulted in these loans being included in homogenous pools.

The adoption of this ASU resulted in a day one cumulative effective adjustment of $ 0.6 million which increased our ACL and decreased retained earnings.

Refer to Note 6 Loans and Allowance for Credit Losses for additional disclosures related to modifications of loans to borrowers experiencing financial difficulty as well as gross charge-off vintage disclosures.

Accounting Standards Issued But Not Yet Adopted

Recently Adopted Accounting Standards Updates, or ASU, or Updated

Investments Equity Method and Joint Ventures (Topic 323) Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method

In March 2023, the FASB issued ASU 2023-02, Investments Equity Method and Joint Ventures (Topic 323):

Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method to allow reporting entities to consistently account for equity investments made primarily for the purpose of receiving income tax credits and other income tax benefits.

If certain conditions are met, a reporting entity may elect to account for its tax equity investments by using the proportional amortization method regardless of the program from which it receives income tax credits, instead of only low-income-housing tax credit, or LIHTC, structures.

Accounting for Investments in Tax Credit Structures Using the PAM to allow reporting entities to consistently account for equity investments made primarily for the purpose of receiving income tax credits and other income tax benefits.

If certain conditions are met, a reporting entity may elect to account for its tax equity investments by using the PAM regardless of the program from which it receives income tax credits, instead of only low-income-housing tax credit, or LIHTC, structures.

This amendment also eliminates certain LIHTC specific guidance aligning the accounting with other equity investments in tax credit structures.

Under the proportional amortization method, the equity investment is amortized in proportion to the income tax credits and other income tax benefits received, Amortization expense and the income tax benefits are required to be presented on a net basis in income tax expense on the Consolidated Statements of Net Income.

Under the PAM, the equity investment is amortized in proportion to the income tax credits and other income tax benefits received.

Amortization expense and the income tax benefits are required to be presented on a net basis in income tax expense on the Consolidated Statements of Net Income.

The amendments in this update are effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years.

We adopted this ASU, as of January 1, 2024, using a modified retrospective transition approach, which resulted in an immaterial cumulative effect adjustment being recorded to retained earnings related to the transition of the cost method to the proportional amortization method on LIHTC partnerships.

Additional disclosure requirements will have minimal impact to our consolidated financial statements.

We adopted this ASU, as of January 1, 2024, using a modified retrospective transition approach, which resulted in a $ 1.0 million cumulative effect adjustment being recorded to retained earnings related to the transition of the cost method to the PAM on LIHTC partnerships.

Additional disclosure requirements had minimal impact to our consolidated financial statements.

Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures

2 unchanged sentences

This update does not change how a public entity identifies its operating segments;

however, it does require that an entity that has single reportable segment provide all the disclosures required by the amendments in this update.

however, it does require that an entity that has a single reportable segment provide all the disclosures required by ASC 280.

The amendments in this update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

1 unchanged sentence

Early adoption is permitted.

We currently have one reportable operating segment, Community Banking.

This ASU will not impact our consolidated financial statements and will have minimal impact to to our disclosures, requiring identification of the chief operating decision maker and the information used to make operating decisions and to allocate resources.

We currently have one reportable segment, Community Banking.

We adopted ASU 2023-07 on January 1, 2024.

This ASU does not impact our consolidated financial statements and had minimal impact to our disclosures, requiring identification of the chief operating decision maker and the information used to make operating decisions and to allocate resources.

Accounting Standards Issued But Not Yet Adopted

Income Taxes (Topic 740) Improvements to Income Tax Disclosures

4 unchanged sentences

Early adoption is permitted for annual consolidated financial statements that have not yet been issued.

This ASU is not expected to have a significant impact on disclosures, and will not impact our consolidated financial statements.

We adopted ASU 2023-09 on January 1, 2025.

This ASU is not expected to impact our consolidated financial statements, and we are currently evaluating the impact of new disclosure requirements beginning with the Form 10-K for the year ended December 31, 2025.

Income Statement (Subtopic 220-40)—Reporting Comprehensive Income—Expense Disaggregation Disclosures

In November 2024, the FASB issued ASU 2024-03, Income Statement (Subtopic 220-40)—Reporting Comprehensive Income—Expense Disaggregation Disclosures to improve the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions.

The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027.

Early adoption is permitted.

This ASU will not impact our consolidated financial statements and we are currently evaluating the impact of new disclosure requirements.

S&T BANCORP, INC.

2 unchanged sentences

EARNINGS PER SHARE

Diluted EPS is calculated using both the two-class and the treasury stock methods with the more dilutive method used to determine diluted EPS.

The two-class method was used to determine EPS for the twelve months ended December 31, 2023, 2022 and 2021.

Earnings per share is calculated using both the two-class and the treasury stock methods with the more dilutive method used to determine reported basic and diluted earnings per share.

The two-class method was more dilutive in 2024, 2023 and 2022 and therefore was used to determine earnings per share.

The following table reconciles the numerators and denominators of basic and diluted EPS calculations for the periods presented:

5 unchanged sentences

Net Income Allocated to Shareholders

Denominator for Earnings per Share—Basic:

Weighted Average Shares Outstanding—Basic 38,432,447 38,988,174 39,050,241

Denominator for Earnings per Share—Two-Class Method—Diluted:

$ 131,252 $ 144,625 $ 135,139

Denominator for Earnings per Share—Two-Class Method:

Weighted Average Shares Outstanding—Basic 38,237,531 38,432,447 38,988,174

28 unchanged sentences

Derivative financial assets:

Interest rate swaps - commercial loans — 63,018 — 63,018

Interest rate swap contracts - commercial loans — 60,890 — 60,890

Total Assets $ 104,820 $ 954,537 $ — $ 1,059,357

Derivative financial liabilities:

Interest rate swaps - commercial loans $ — $ 63,554 $ — $ 63,554

Interest rate swaps - cash flow hedge — 14,739 — 14,739

Interest rate swap contracts - commercial loans $ — $ 61,271 $ — $ 61,271

Interest rate swap contracts - cash flow hedge — 9,589 — 9,589

Total Liabilities $ — $ 70,860 $ — $ 70,860

11 unchanged sentences

government corporations and agencies — 273,425 — 273,425

Corporate obligations — 500 — 500

Obligations of states and political subdivisions — 30,468 — 30,468

4 unchanged sentences

Derivative financial assets:

Interest rate swaps - commercial loans — 83,449 — 83,449

Interest rate lock commitments — — 5 5

Forward sale contracts - mortgage loans — — 2 2

Interest rate swap contracts - commercial loans — 63,018 — 63,018

Total Assets $ 144,195 $ 898,613 $ — $ 1,042,808

Derivative financial liabilities:

Interest rate swaps - commercial loans $ — $ 83,449 $ — $ 83,449

Interest rate swaps - cash flow hedge — 21,368 — 21,368

Interest rate swap contracts - commercial loans $ — $ 63,554 $ — $ 63,554

Interest rate swap contracts - cash flow hedge — 14,739 — 14,739

Total Liabilities $ — $ 78,293 $ — $ 78,293

5 unchanged sentences

Nonrecurring assets are recorded at the lower of cost or fair value in our consolidated financial statements.

There were no liabilities measured at fair value on a nonrecurring basis at either December 31, 2023 or December 31, 2022.

There were no Level 3 assets and one Level 2 individually assessed loan measured at fair value on a nonrecurring basis as of December 31, 2023 for $ 5.9 million.

At December 31, 2022, there was one Level 3 OREO property measured at fair value for $ 3.1 million which was sold in 2023.

There were no liabilities measured at fair value on a nonrecurring basis at both December 31, 2024 and December 31, 2023.

There were $ 6.8 million of individually evaluated loans measured at fair value and classified as Level 3 on a nonrecurring basis as of December 31, 2024 and $ 5.9 million of individually evaluated loans measured at fair value and classified as Level 2 on a nonrecurring basis as of December 31, 2023.

Significant unobservable inputs used in the fair value measurements of Level 3 assets on a nonrecurring basis were as follows at December 31, 2024:

December 31, 2024 Valuation Technique Significant Unobservable Inputs Range Weighted Average

(dollars in thousands)

Loans individually evaluated $ 6,830 Appraisals of collateral Appraisal adjustments (1)

20.00 % - 75.00 % 63.06 %

(1) Represents adjustments to appraised values related to market conditions and liquidation estimates based on management judgement.

Fair Value of Financial Instruments

4 unchanged sentences

Securities available for sale 987,591 987,591 93,944 893,647 —

Loans held for sale 153 153 — 153 —

Portfolio loans, net 7,641,464 7,362,898 — — 7,362,898

2 unchanged sentences

Mortgage servicing rights 5,646 8,533 — — 8,533

Interest rate swaps - commercial loans 63,018 63,018 — 63,018 —

Interest rate swap contracts - commercial loans 60,890 60,890 — 60,890 —

Deposits $ 7,783,117 $ 7,778,740 $ 5,916,154 $ 1,862,586 $ —

3 unchanged sentences

Junior subordinated debt securities 49,418 49,418 — 49,418 —

Interest rate swaps - commercial loans 63,554 63,554 — 63,554 —

Interest rate swaps - cash flow hedge 14,739 14,739 — 14,739 —

Interest rate swap contracts - commercial loans 61,271 61,271 — 61,271 —

Interest rate swap contracts - cash flow hedge 9,589 9,589 — 9,589 —

(1) As reported in the Consolidated Balance Sheets

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Fair Value Measurements at December 31, 2023

8 unchanged sentences

Interest rate swaps - commercial loans 63,018 63,018 — 63,018 —

Interest rate lock commitments 5 5 — — 5

Forward sale contracts 2 2 — — 2

Deposits $ 7,521,769 $ 7,511,598 $ 5,940,117 $ 1,571,481 $ —

6 unchanged sentences

(1) As reported in the Consolidated Balance Sheets

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DIVIDEND AND LOAN RESTRICTIONS

11 unchanged sentences

Total Securities Available for Sale $ 987,591 $ 970,391

The following tables present the amortized cost and fair value of available-for-sale debt securities as of the dates presented:

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents the amortized cost and fair value of available-for-sale debt securities as of the dates presented:

December 31, 2024 December 31, 2023

1 unchanged sentence

Value Amortized

Cost Gross Unrealized Gains Gross

Treasury securities $ 97,045 $ — $ ( 4,277 ) $ 92,768 $ 144,292 $ — $ ( 10,506 ) $ 133,786

7 unchanged sentences

government corporations and agencies 237,270 115 ( 12,587 ) 224,798 290,775 458 ( 17,808 ) 273,425

Corporate obligations — — — — 500 — — 500

Obligations of states and political subdivisions 24,780 — ( 493 ) 24,287 30,255 213 — 30,468

37 unchanged sentences

government corporations and agencies — — — 29 249,005 ( 17,808 ) 29 249,005 ( 17,808 )

Obligations of states and political subdivisions 2 20,127 ( 372 ) — — — 2 20,127 ( 372 )

Total 15 $ 45,297 $ ( 371 ) 118 $ 794,365 $ ( 83,380 ) 133 $ 839,662 $ ( 83,751 )

4 unchanged sentences

All debt securities were determined to be investment grade and paying principal and interest according to the contractual terms of the security.

We do not intend to sell, and it is more likely than not that we will not be required to sell, the securities in an unrealized loss position before recovery of their amortized cost.

At December 31, 2024, we do not intend to sell, and it is more likely than not that we will not be required to sell, the securities in an unrealized loss position before recovery of their amortized cost.

S&T BANCORP, INC.

33 unchanged sentences

Approval is not required for unrestricted pledged securities.

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

LOANS AND ALLOWANCE FOR CREDIT LOSSES

16 unchanged sentences

Interest receivable is included in other assets in the Consolidated Balance Sheets.

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Modifications to Borrowers Experiencing Financial Difficulty

The following table presents the amortized cost of loans to borrowers experiencing financial difficulty by portfolio segment and type of modification during the periods presented:

The following tables present the amortized cost of loans to borrowers experiencing financial difficulty by portfolio segment and type of modification during the periods presented:

Twelve Months Ended December 31, 2024

(dollars in thousands) Term Extension Term Extension and Interest Rate Reduction Total % of Portfolio Segment

(dollars in thousands) Term Extension Payment Delays (Other Than Insignificant) Term Extension and Payment Delays Total % of Portfolio Segment

Commercial real estate $ 3,004 $ — $ 685 $ 3,689 0.14 %

Commercial industrial 16,877 — 16,877 1.18 %

Commercial construction — — — — %

Commercial and industrial 9,437 12,264 — 21,701 1.61 %

Consumer real estate 493 — — 493 0.03 %

$ 12,934 $ 12,264 $ 685 $ 25,883 0.33 %

Twelve Months Ended December 31, 2023

(dollars in thousands) Term Extension Payment Delays (Other Than Insignificant) Term Extension and Interest Rate Reduction Total % of Portfolio Segment

Commercial real estate $ 13,836 $ — $ — $ 13,836 0.52 %

Commercial and industrial 16,877 — — 16,877 1.18 %

Business banking 120 — — 120 0.01 %

1 unchanged sentence

$ 30,894 $ — $ 189 $ 31,083 0.41 %

(1) Excludes loans that were fully paid off or fully charged-off by period end.

The following table describes the effect of loan modifications made to borrowers experiencing financial difficulty during the periods presented:

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following tables describe the effect of loan modifications made to borrowers experiencing financial difficulty during the periods presented:

Twelve Months Ended December 31, 2024

Weighted-Average Term Extension (in months) Weighted-Average Payment Delays

(in months) Weighted-Average Term Extension (in months) and Payment Delays

Commercial real estate 1 — 22

Commercial and industrial 10 6 —

Consumer real estate 101 — —

Twelve Months Ended December 31, 2023

Weighted-Average Term Extension (in months) Weighted-Average Interest Rate Reduction

Commercial real estate 4 —

Commercial industrial 5 —

Commercial construction — —

Commercial and industrial 5 —

Business banking 19 —

1 unchanged sentence

We closely monitor the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of the modification efforts.

The following table presents the aging analysis of modifications to borrowers experiencing financial difficulty in the last 12 months as of the date presented:

The following tables present the aging analysis of modifications in the last 12 months to borrowers experiencing financial difficulty as of the dates presented:

December 31, 2024

1 unchanged sentence

Commercial real estate $ 3,689 $ — $ — $ — $ 3,689

Commercial industrial 16,468 — — 409 16,877

Commercial construction — — — — —

Commercial and industrial 14,226 7,475 — — 21,701

Consumer real estate 347 — 40 106 493

Total $ 18,262 $ 7,475 $ 40 $ 106 $ 25,883

December 31, 2023

(dollars in thousands) Current 30-59 Days Past Due 60-89 Days Past Due 90+ Days Past Due Total

Commercial real estate $ 13,836 $ — $ — $ — $ 13,836

Commercial and industrial 16,468 — — 409 16,877

Business banking 120 — — — 120

1 unchanged sentence

Total $ 30,674 $ — $ — $ 409 $ 31,083

A payment default is defined as a loan having a payment past due 90 days or more after a modification took place.

There were no loans that were modified within the last 12 months that had a payment default during the twelve months ended December 31, 2023.

Additionally, we had three commitments to lend an additional $ 1.6 million to borrowers experiencing financial difficulty that had a modification during 2023.

A payment default is defined as a loan having a payment past due 90 days or more.

There was one payment default for $ 0.1 million during the twelve months ended December 31, 2024 compared to none in the same period in 2023 related to loans that were modified within the 12 months prior to default.

Additionally, we had five commitments to lend an additional $ 0.8 million to borrowers experiencing financial difficulty that had a modification during the twelve months ended December 31, 2024 and three commitments to lend an additional $ 1.6 million to borrowers experiencing financial difficulty that had a modification during the same period in 2023.

The effect of modifications made to borrowers experiencing financial difficulty is already included in the ACL because of the measurement methodologies used to estimate the ACL, therefore, a change to the ACL is generally not recorded upon modification.

1 unchanged sentence

An assessment of whether the borrower is experiencing financial difficulty is made on the date of a modification.

Troubled Debt Restructurings

Prior to the adoption of ASU 2022-02, Financial Instruments Credit Losses (Topic 326):

Troubled Debt Restructuring and Vintage Disclosures , we evaluated all substandard commercial and consumer loans that had experienced a forbearance or modification of existing terms to determine if they should be designated as troubled debt restructurings, or TDRs.

S&T BANCORP, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

TDRs were returned to accruing status when the ultimate collectability of all contractual amounts due, according to the restructured agreement, was not in doubt and there was a period of a minimum of six months of satisfactory payment performance by the borrower either immediately before or after the restructuring.

There was one $ 0.2 million TDR returned to accruing status during 2022.

The following table summarizes TDRs as of the date presented:

December 31, 2022

(dollars in thousands) Accruing

TDRs Nonaccruing

Commercial real estate $ — $ — $ —

Commercial and industrial 626 — 626

Commercial construction 1,655 — 1,655

Business banking 438 1,087 1,525

Consumer real estate 6,168 1,798 7,966

Other consumer 4 9 13

Total $ 8,891 $ 2,894 $ 11,785

The following table presents the TDRs by portfolio segment and type of concession for the periods presented:

Twelve Months Ended December 31, 2022

Contracts Type of Modification Total

Post-Modification Outstanding Recorded Investment (2)

Pre-Modification Outstanding Recorded Investment (2)

(dollars in thousands) Bankruptcy (1)

Maturity Modify

Commercial real estate — $ — $ — $ — $ — $ — $ — $ —

Commercial industrial — — — — — — — —

Commercial construction — — — — — — — —

Business banking 2 — 154 — — — 154 203

Consumer real estate 23 1,436 — 610 — — 2,046 2,558

Other consumer 2 11 — — — — 11 15

Total 27 $ 1,447 $ 154 $ 610 $ — $ — $ 2,211 $ 2,776

(1) Bankruptcy is consumer bankruptcy loans where the debt has been legally discharged through the bankruptcy court and not reaffirmed.

(2) Excludes loans that were fully paid off or fully charged-off by period end.

The pre-modification balance represents the balance outstanding prior to modification.

The post-modification balance represents the outstanding balance at period end.

As of December 31, 2022, we had 16 commitments to lend an additional $ 0.4 million on TDRs.

Defaulted TDRs were defined as loans having a payment default of 90 days or more after the restructuring takes place that were restructured within the last 12 months prior to defaulting.

There were no TDRs that defaulted during 2022.

The following table is a summary of nonperforming assets as of the dates presented:

3 unchanged sentences

Nonaccrual Loans $ 27,937 $ 22,947

OREO 75 3,065

Total Nonperforming Assets $ 27,945 $ 23,022

5 unchanged sentences

Balance at End of Year $ 3,560 $ 4,183

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Allowance for Credit Losses

20 unchanged sentences

The state of the local housing market can also have a significant impact on this segment because low demand and/or declining home values can limit the ability of borrowers to sell a property and satisfy the debt.

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Other Consumer —Loans made to individuals that may be secured by assets other than 1-4 family residences, as well as unsecured loans.

4 unchanged sentences

Management monitors various credit quality indicators for the commercial, business banking and consumer loan portfolios, including changes in risk ratings, nonperforming status and delinquency on a monthly basis.

We monitor the commercial loan portfolio through an internal risk rating system.

We monitor the commercial and business banking loan portfolio through an internal risk rating system.

Loan risk ratings are assigned based upon the creditworthiness of the borrower and are reviewed on an ongoing basis according to our internal policies.

5 unchanged sentences

Substandard —A substandard loan is not adequately protected by the net worth and/or paying capacity of the borrower or by the collateral pledged, if any.

Substandard loans have a well-defined weakness or weaknesses that jeopardize the liquidation of

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Substandard loans have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt.

These loans are characterized by the distinct possibility that we will sustain some loss if the deficiencies are not corrected.

Doubtful —Loans classified doubtful have all the weaknesses inherent in those classified substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently known facts, conditions and values, highly questionable and improbable.

The following tables present loan balances by year of origination and internally assigned risk rating for our portfolio segments as of the dates presented:

S&T BANCORP, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following tables present loan balances by year of origination and internally assigned risk rating for our portfolio segments as of the dates presented:

December 31, 2024

47 unchanged sentences

Total Loan Balance $ 893,015 $ 1,134,650 $ 1,191,528 $ 897,782 $ 421,743 $ 1,885,462 $ 1,284,808 $ 33,970 $ 7,742,958

Current Year-to-date Gross Charge-offs $ 830 $ 214 $ 218 $ 25 $ 3,989 $ 18,669 $ 109 $ 584 $ 24,638

Year-to-date Gross Charge-offs $ 839 $ 191 $ 288 $ 1,338 $ 91 $ 6,837 $ 1,118 $ 1,486 $ 12,188

S&T BANCORP, INC.

9 unchanged sentences

Total Commercial Real Estate 276,677 324,469 439,308 240,256 419,371 926,636 32,418 — 2,659,135

Year-to-date Gross Charge-offs — — — — — 1,706 — — 1,706

Commercial and Industrial

4 unchanged sentences

Total Commercial and Industrial 171,861 231,978 210,636 54,696 52,858 193,905 520,249 — 1,436,183

Year-to-date Gross Charge-offs — — — — 3,412 15,842 — — 19,254

Commercial Construction

4 unchanged sentences

Total Commercial Construction 75,596 154,456 82,313 14,845 4,727 4,438 14,208 — 350,583

Year-to-date Gross Charge-offs — — — — 451 — — — 451

Business Banking

4 unchanged sentences

Total Business Banking 270,129 262,606 207,611 88,018 99,574 334,766 96,754 1,307 1,360,765

Year-to-date Gross Charge-offs — 67 43 1 88 1,073 34 — 1,306

Consumer Real Estate

4 unchanged sentences

Total Consumer Real Estate 311,887 335,462 147,850 102,041 67,890 189,794 552,080 24,774 1,731,778

Year-to-date Gross Charge-offs — 1 — 5 1 43 75 296 421

Other Consumer

4 unchanged sentences

Total Other Consumer 11,286 11,965 6,507 3,847 1,082 672 76,426 3,112 114,897

Year-to-date Gross Charge-offs 830 146 175 19 37 5 — 288 1,500

Pass 1,117,247 1,318,412 1,060,514 499,034 595,848 1,473,853 1,253,528 25,838 7,344,274

3 unchanged sentences

Total Loan Balance $ 1,117,436 $ 1,320,936 $ 1,094,225 $ 503,703 $ 645,502 $ 1,650,211 $ 1,292,135 $ 29,193 $ 7,653,341

Year-to-date Gross Charge-offs $ 830 $ 214 $ 218 $ 25 $ 3,989 $ 18,669 $ 109 $ 584 $ 24,638

S&T BANCORP, INC.

117 unchanged sentences

(1) Represents only cash payments received and applied to interest on nonaccrual loans.

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents collateral-dependent loans as of December 31, 2023:

The following tables present collateral-dependent loans as of the dates presented:

December 31, 2024

3 unchanged sentences

Commercial and industrial — 9,937

Commercial construction 4,576 — —

Business banking — — —

Consumer real estate — — —

Total $ 2,028 $ 9,937

The following table presents collateral-dependent loans by class of loans as of December 31, 2022:

December 31, 2023

2 unchanged sentences

Commercial real estate $ 5,940 $ —

Commercial and industrial — 626 —

Commercial construction 4,576 —

Business banking 260 1,112 154

Consumer real estate 561 — —

Total $ 10,516 $ —

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following tables present activity in the ACL for the periods presented:

8 unchanged sentences

Balance at beginning of period $ 37,886 $ 34,538 $ 5,382 $ 12,858 $ 14,663 $ 2,639 $ 107,966

Impact of ASU 2022-02 — 75 215 251 278 ( 251 ) 568

Provision for credit losses on loans (1)

11 unchanged sentences

Real Estate Other

Consumer Total

Consumer Total Loans

Allowance for credit losses on loans:

Balance at beginning of period $ 41,428 $ 25,710 $ 6,264 $ 12,547 $ 12,105 $ 3,286 $ 101,340

Impact of ASU 2022-02 — 75 215 251 278 ( 251 ) 568

Provision for credit losses on loans (1)

5 unchanged sentences

(1) Excludes the provision for credits losses for unfunded commitments.

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

RIGHT-OF-USE ASSETS AND LEASE LIABILITIES

9 unchanged sentences

Total Lease Expense $ 5,272 $ 5,349 $ 5,413

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents our ROU assets, weighted average term and the discount rates for finance and operating leases as of December 31:

25 unchanged sentences

Lease Liabilities $ 896 $ 46,853 $ 47,749

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

PREMISES AND EQUIPMENT

9 unchanged sentences

Depreciation expense related to premises and equipment was $ 6.7 million in 2024, $ 6.5 million in 2023 and $ 6.4 million in 2022.

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

GOODWILL AND OTHER INTANGIBLES

19 unchanged sentences

Amortization expense on finite-lived intangible assets totaled $ 1.0 million, $ 1.3 million and $ 1.5 million for 2024, 2023 and 2022.

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following is a summary of the expected amortization expense for finite-lived intangible assets, assuming no new additions, for each of the five years following December 31, 2024 and thereafter:

(dollars in thousands) Amount

Thereafter $ 375

Total $ 3,055

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

6 unchanged sentences

(dollars in thousands) Notional

Value Notional Amount Fair

Value Notional

Derivatives Designated as Hedging Instruments

Interest rate swap contracts - cash flow hedge $ — $ — $ — $ — $ 500,000 $ 14,739 $ 500,000 $ 21,368

Interest rate swap contracts - cash flow hedges

$ — $ — $ — $ — $ 500,000 $ 9,589 $ 500,000 $ 14,739

Total Derivatives Designated as Hedging Instruments $ — $ — $ — $ — $ 500,000 $ 9,589 $ 500,000 $ 14,739

1 unchanged sentence

Interest rate swap contracts - commercial loans 850,104 60,890 892,712 63,018 850,104 61,271 892,712 63,554

Interest rate lock commitments - mortgage loans — — 126 5 — — — —

Forward sales contracts - mortgage loans — — 130 2 — — — —

Total Derivatives Not Designated as Hedging Instruments $ 850,104 $ 60,890 $ 892,712 $ 63,018 $ 850,104 $ 61,271 $ 892,712 $ 63,554

Total Derivatives $ 850,104 $ 60,890 $ 892,712 $ 63,018 $ 1,350,104 $ 70,860 $ 1,392,712 $ 78,293

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table indicates the gross amounts of interest rate swap derivative assets and derivative liabilities, the amounts offset and the carrying values in the Consolidated Balance Sheets at the dates presented:

Derivatives (included

in Other Assets) Derivatives (included

in Other Liabilities)

Derivative Assets

(Included in Other Assets) Derivative Liabilities

(Included in Other Liabilities)

(dollars in thousands) December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023

11 unchanged sentences

Therefore, excess cash collateral, if any, is not reflected above.

The following table presents the effect, net of tax, of the cash flow hedges on OCI and on the Consolidated Statements of Comprehensive Income for the years presented:

Amount of Gain (Loss) Recognized in Other Comprehensive Income (Loss) Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Interest Income

(dollars in thousands) December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following tables present the effect, net of tax, of the cash flow hedges on OCI and on the Condensed Consolidated Statements of Comprehensive Income for the periods presented:

Amount of Gain Recognized in Other Comprehensive Income Amount of Loss Reclassified from Accumulated Other Comprehensive Loss into Interest Income

(dollars in thousands) Twelve months ended December 31, 2024 Twelve months ended December 31, 2023 Twelve months ended December 31, 2024 Twelve months ended December 31, 2023

Derivatives in Cash Flow Hedging Relationships:

Interest rate swap contracts - cash flow hedge $ 5,204 $ ( 16,806 ) $ ( 9,720 ) $ ( 72 )

Interest rate swap contracts - cash flow hedges

$ 4,076 $ 5,204 $ ( 10,607 ) $ ( 9,720 )

Total $ 4,076 $ 5,204 $ ( 10,607 ) $ ( 9,720 )

1 unchanged sentence

During the next twelve months, we estimate that an additional $ 6.4 million will be reclassified as a decrease to interest income.

Our current interest rate swap agreements have 3 - 5 year terms with maturity dates extending into 2027.

The following table indicates the gain or loss recognized in income on derivatives not designated as hedging instruments for the periods presented:

Our current interest rate swap agreements have 3 to 5 year terms with maturity dates extending into 2027.

The following table indicates the gain (loss) recognized in income on derivatives not designated as hedging instruments for the periods presented:

Twelve months ended December 31,

4 unchanged sentences

Forward sale contracts—mortgage loans — ( 2 ) ( 2 )

Total Derivatives (Loss) Gain $ ( 561 ) $ ( 295 ) $ ( 1,500 )

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Total Derivatives Gain (Loss) $ 154 $ ( 561 ) $ ( 295 )

MORTGAGE SERVICING RIGHTS

14 unchanged sentences

Balance at December 31, 2024 $ 5,646 $ — $ 5,646

QUALIFIED AFFORDABLE HOUSING

As part of our responsibilities under the Community Reinvestment Act and due to their favorable federal income tax benefits, we invest in LIHPs.

TAX CREDIT EQUITY INVESTMENTS

As part of our responsibilities under the Community Reinvestment Act and due to their favorable federal income tax benefits, we invest in LIHTC and historic tax credit, or HTC, partnerships.

As a limited partner in these operating partnerships, we receive tax credits and tax deductions for losses incurred by the underlying properties.

Our maximum exposure to loss associated with these investments consists of the investments' fair value plus any unfunded commitments as well as the denial of the tax credits if the project is deemed non-compliant.

We do not have any loss reserves recorded related to these investments because we believe the likelihood of any loss to be remote.

Our investments in LIHPs represent unconsolidated variable interest entities, or VIEs, and the assets and liabilities of the partnerships are not recorded on our balance sheet.

We have determined that we are not the primary beneficiary of these VIEs because we do not have the power to direct the activities that most significantly impact their economic performance.

Our total investment in qualified affordable housing projects was $ 33.5 million at December 31, 2023 and $ 23.6 million at December 31, 2022.

Amortization expense, included in other noninterest expense in the Consolidated Statements of Net Income was $ 2.0 million, $ 1.4 million and $ 1.2 million for the twelve months ended December 31, 2023, 2022 and 2021.

The amortization expense was offset by tax credits of $ 2.6 million, $ 1.2 million and $ 2.0 million for the twelve months ended December 31, 2023, 2022 and 2021 as a reduction to our federal tax provision.

We did not invest in any new qualified affordable housing projects in 2023.

As of December 31, 2023, the aggregate commitment for existing projects was $ 12.0 million.

No amortization expense or tax credits will be recognized for these projects until complete.

Effective January 1, 2024, we adopted ASU 2023-02 and elected to apply the PAM to both LIHTC and HTC equity investments.

The adoption of this ASU resulted in a $ 1.0 million cumulative effect adjustment which decreased retained earnings and other assets.

Tax credit equity investment balances of $ 40.6 million were included in other assets in the Consolidated Balance Sheets at December 31, 2024.

Unfunded commitments of $ 5.9 million were included in other liabilities in the Consolidated Balance Sheets at December 31, 2024.

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the twelve months ended December 31, 2024, amortization expense of $ 4.3 million as well as tax credits of $ 4.6 million were recognized in income tax expense in the Consolidated Statements of Net Income.

No impairment losses were recognized for the twelve months ended December 31, 2024.

Prior to the adoption of ASU 2023-02, the cost method was used to account for our investments in tax credit equity investments.

For the twelve months ended December 31, 2023 and December 31, 2022, amortization expense of $ 2.0 million and $ 1.4 million was included in other expense and tax credits of $ 2.6 million and $ 1.2 million were recognized as a reduction to income tax expense in our Consolidated Statements of Net Income.

The following table presents the composition of deposits at December 31 and interest expense for the years ended December 31:

9 unchanged sentences

Total $ 7,783,117 $ 159,411 $ 7,521,769 $ 92,836 $ 7,219,970 $ 19,907

The aggregate of all certificates of deposits over $250,000, including brokered CDs, were $ 350.7 million at December 31, 2023 and $ 219.2 million at December 31, 2022.

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The aggregate of all certificates of deposits over $250,000 was $ 479.2 million at December 31, 2024 and $ 350.7 million at December 31, 2023.

The following table indicates the scheduled maturities of certificates of deposit at December 31, 2024:

10 unchanged sentences

Rate Interest

Expense Balance Weighted

Balance Weighted

Rate Interest

3 unchanged sentences

Total Short-term Borrowings $ 150,000 4.60 % $ 13,206 $ 415,000 5.65 % $ 27,234 $ 370,000 4.49 % $ 1,649

(1) Includes interest expense on advances from the Federal Reserve Bank Term Funding Program which ceased making new fundings in March 2024.

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

LONG TERM BORROWINGS AND SUBORDINATED DEBT

Long-term borrowings are for original terms greater than one year and are comprised of FHLB advances, finance leases and junior subordinated debt securities.

Long-term borrowings are for original terms greater than one year and are comprised of FHLB advances and finance leases.

Our long-term borrowings were $ 50.9 million as of December 31, 2024 and $ 39.3 million as of December 31, 2023.

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Total $ 50,896 3.75 %

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Junior Subordinated Debt Securities

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The following table summarizes the key terms of our junior subordinated debt securities:

(dollars in thousands) 2006 Junior Subordinated Debt

(dollars in thousands) 2005 Trust

Preferred Securities 2006 Junior Subordinated Debt 2008 Trust

Preferred Securities

Junior Subordinated Debt $— $ 25,000 $—

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Stated Maturity Date 5/23/2035 12/15/2036 3/15/2038

Optional redemption date at par Any time after 9/15/2011

Regulatory Capital Tier 2

Optional redemption date at par Any time after 5/23/2010 Any time after 9/15/2011 Any time after 3/15/2013

Regulatory Capital Tier 1 Tier 2 Tier 1

Interest Rate 3 Month CME Term SOFR plus 203 bps

3 month CME Term SOFR plus 186 bps

3 month CME Term SOFR plus 376 bps

Interest Rate at December 31, 2024 6.55 % 6.22 % 8.12 %

We have completed three private placements of trust preferred securities to financial institutions.

In 2023, we redeemed $ 5.0 million of junior subordinated debt securities, along with $ 0.2 million in common equity issued by DNB Capital Trust I and held by us.

As a result, DNB Capital Trust I has been paid off in its entirety, and we own 100 percent of the common equity of STBA Capital Trust I and DNB Capital Trust II, or the Trusts.

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

We own 100 percent of the common equity of STBA Capital Trust I and DNB Capital Trust II, or the Trusts.

The Trusts were formed to issue mandatorily redeemable capital securities to third-party investors.

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Allowance for Credit Losses on Unfunded Loan Commitments

We maintain an allowance for credit losses on unfunded commercial and consumer lending commitments and letters of credit to provide for the risk of loss inherent in these arrangements.

The allowance is computed using a methodology similar to that used to determine the allowance for credit losses for loans, modified to take into account the probability of a draw-down on the commitment.

The provision for credit losses on unfunded loan commitments is included in the provision for credit losses on

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

our Consolidated Statements of Net Income.

The allowance for unfunded commitments is included in other liabilities in the Consolidated Balance Sheets.

The following table presents activity in the allowance for credit losses on unfunded loan commitments for the periods presented:

We maintain an ACL on unfunded commercial and consumer lending commitments and letters of credit to provide for the risk of loss inherent in these arrangements.

The allowance is computed using a methodology similar to that used to determine the ACL for loans, modified to take into account the probability of a draw-down on the commitment.

The provision for credit losses on unfunded loan commitments is included in the provision for credit losses in our Consolidated Statements of Net Income.

The allowance for unfunded commitments is included in other liabilities in our Consolidated Balance Sheets.

The following table presents activity in the ACL on unfunded loan commitments for the periods presented:

Twelve months ended December 31,

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interest income, net securities gains and losses, insurance, mortgage banking and other revenues that are accounted for under other GAAP.

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Years ended December 31,

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Other fee revenue At a point in time $ 1,324 $ 1,310 $ 1,550

(1) Refer to Note 1 Summary of Significant Accounting Policies for the types of revenue streams that are included within each category.

(1) Refer to Note 1.

Summary of Significant Accounting Policies for the types of revenue streams that are included within each category .

The following table presents the composition of income tax expense (benefit) for the years ended December 31:

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Total Federal and State (1)

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

$ 33,553 $ 34,023 $ 33,410

[1] With the adoption of PAM on January 1, 2024, the amortization related to LIHTC and HTC equity investments is recognized in income tax expense in the Consolidated Statements of Net Income in 2024 and other noninterest expense in 2023 and 2022.

The provision for income taxes differs from the amount computed by applying the statutory federal income tax rate to income before income taxes.

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Effective Tax Rate (1)

20.4 % 19.0 % 19.8 %

S&T BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents significant components of our temporary differences as of the dates presented:

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Deferred Tax Assets:

Allowance for loan losses and other reserves $ 24,465 $ 23,421

Allowance for credit losses and other reserves $ 22,953 $ 24,465

Net unrealized holding losses on securities available-for-sale 15,431 17,452

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Other employee benefits 4,688 3,740

Depreciation on premises and equipment 5 —

Capital loss carryforward 1,300 2,092

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Purchase accounting adjustments ( 1,650 ) ( 1,823 )

Mortgage servicing rights ( 61 ) ( 1,350 )

Depreciation on premises and equipment — ( 1,182 )

Other partnership investments (1)

Other ( 113 ) ( 78 )

1 unchanged sentence

Net Deferred Tax Asset $ 42,073 $ 45,268

(1) With the adoption of PAM on January 1, 2024, the LIHTC and HTC equity investments no longer have a deferred tax impact.

We establish a valuation allowance when it is more likely than not that we will not be able to realize the benefit of the deferred tax assets.

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As of December 31, 2024, all income tax returns filed for the tax years 2021 - 2023 remain subject to examination by the respective taxing authorities.

The Bank's income tax returns for the audit years January 1, 2020 through December 31, 2022 are currently under audit by the New York Department of Taxation.

This audit remains open as of December 31, 2024.

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME

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Balance at December 31, 2024 $ ( 56,308 ) $ ( 7,526 ) $ ( 13,158 ) $ ( 76,992 )

Net Change 15,910 5,204 110 21,224

Balance at December 31, 2023 $ ( 64,553 ) $ ( 11,602 ) $ ( 14,746 ) $ ( 90,901 )

All amounts are net of tax.

1 unchanged sentence

We maintain a qualified defined benefit pension plan, or Plan, covering substantially all employees hired prior to January 1, 2008.

The benefits are based on years of service and the employee’s compensation for the highest five consecutive years in the last ten years through March 31, 2016 when the Plan was frozen.

The benefits are based on years of service and the employee’s compensation for the highest 5 consecutive years in the last 10 years through March 31, 2016 when the Plan was frozen.

Contributions are intended to provide for benefits attributed to employee service to date and for those benefits expected to be earned in the future.

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Other Changes in Plan Assets and Benefit Obligation Recognized in Other Comprehensive Income (Loss)

Net actuarial loss

Net actuarial (gain) loss

$ ( 504 ) $ 1,453 $ 3,706

Recognized net actuarial loss ( 1,386 ) ( 1,725 ) ( 1,229 )

Settlement loss recognized

Settlement gain (loss) recognized

— $ — ( 1,097 )

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(1) Rate of compensation increase is not applicable due to the plan amendment to freeze benefit accruals under the qualified and nonqualified defined benefit pension plans effective March 31, 2016.

The accumulated benefit obligation for the Plan was $ 73.2 million at December 31, 2023 and $ 73.4 million at December 31, 2022.

S&T BANCORP, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The accumulated benefit obligation for the Plan was $ 64.9 million at December 31, 2024 and $ 73.2 million at December 31, 2023.

We consider many factors when setting the assumed rate of return on Plan assets.

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S&T Bank’s Retirement Plan Committee determines the investment policy for the Plan.

In general, the targeted asset allocation is 5 percent to 15 percent equities and alternatives and 85 percent to 95 percent fixed income.

A strategic allocation within each asset class is based on the Plan’s duration, time horizon, risk tolerances, performance expectations and asset class preferences.

In general, the targeted investment allocation is 5 percent to 10 percent return seeking and 90 percent to 95 percent liability hedging.

A strategic allocation within each investment allocation is based on the Plan’s duration, time horizon, risk tolerances, performance expectations and preferences.

Investment managers have discretion to invest in any equity or fixed-income asset class, subject to the securities guidelines of the Plan’s Investment Policy Statement.

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Fair Value Measurements

The following tables present our Plan assets measured at fair value on a recurring basis by fair value hierarchy level at December 31, 2023 and 2022.

The following tables present our retirement plan assets measured at fair value on a recurring basis by fair value hierarchy level at December 31, 2024 and 2023.

During the years ended December 31, 2024 and 2023, there were no transfers between Level 1 and Level 2 for items of a recurring basis.

7 unchanged sentences

56,301 — — 56,301

Equity index mutual funds—international (4)

2,086 — — 2,086

Domestic individual equities (5)

Equity mutual funds (4)

6,565 — — 6,565

Total Assets at Fair Value $ 63,906 $ — $ — $ 63,906

(1) Refer to Note 1 Summary of Significant Accounting Policies, Fair Value Measurements for a description of levels within the fair value hierarchy.

(1) Refer to Note 1.

Summary of Significant Accounting Policies, Fair Value Measurements for a description of levels within the fair value hierarchy.

(2) This asset class includes FDIC insured money market instruments.

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Investments may be made in currencies other than the U.S.

(4) The sole investment within this asset class is the Vanguard Total International Stock Index Fund Admiral Shares.

(5) This asset class includes individual domestic equities invested in an active all-cap strategy.

(4) This asset class includes equity mutual funds invested in an active all-cap strategy.

It may also include convertible bonds.

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63,629 — — 63,629

Equity index mutual funds—international (4)

2,231 — — 2,231

Domestic individual equities (5)

Equity mutual funds (4)

7,011 — — 7,011

Total Assets at Fair Value $ 71,574 $ — $ — $ 71,574

(1) Refer to Note 1 Summary of Significant Accounting Policies, Fair Value Measurements for a description of levels within the fair value hierarchy.

(1) Refer to Note 1.

Summary of Significant Accounting Policies, Fair Value Measurements for a description of levels within the fair value hierarchy.

(2) This asset class includes FDIC insured money market instruments.

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Investments may be made in currencies other than the U.S.

(4) The sole investment within this asset class is Vanguard Total International Stock Index Fund Admiral Shares.

(5) This asset class includes individual domestic equities invested in an active all-cap strategy.

(4) This asset class includes equity mutual funds invested in an active all-cap strategy.

It may also include convertible bonds.

INCENTIVE AND RESTRICTED STOCK PLAN AND DIVIDEND REINVESTMENT PLAN

On May 17, 2021, shareholders approved the adoption of the 2021 Incentive Plan that provides for cash performance awards and for granting incentive stock options, nonstatutory stock options, restricted stock, restricted stock units and appreciation rights.

The 2021 plan replaces and supersedes the S&T Bancorp, Inc.

The 2021 Incentive Plan provides for cash performance awards and for granting incentive stock options, nonstatutory stock options, restricted stock, restricted stock units and appreciation rights.

The 2021 plan replaced and superseded the S&T Bancorp, Inc.

2014 Incentive Plan.

Since the 2021 plan has been approved by our shareholders, no new awards will be granted under the 2014 plan.

The 2014 plan will continue to govern all awards granted under that plan.

A maximum of 1,000,000 shares of our common stock were available for awards granted under the 2021 Incentive Plan and the plan expires ten years from the date of board approval.

Previously granted but forfeited shares are added to the shares available for issuance.

The 2014 Incentive Stock Plan also provided for cash performance awards and for granting incentive stock options, nonstatutory stock options, restricted stock, restricted stock units and appreciation rights.

A maximum of 750,000 shares of our common stock were available for awards granted under the 2014 Incentive Plan and the plan expires ten years from the date of board approval.

A maximum of 1,000,000 shares of our common stock were available for awards granted under the 2021 Incentive Plan and the plan expires ten years from the date of board approval, which occurred in May of 2021.

Previously granted but forfeited shares are added to the shares available for issuance.

Restricted Stock

We periodically issue restricted stock to employees and directors pursuant to our 2021 and 2014 Stock Plans.

We periodically issue restricted stock to employees and directors pursuant to our 2021 Incentive Plan.

Restricted stock awards are part of the compensation arrangements approved by the Compensation and Benefits Committee.

Restricted shares granted under the plans consist of both time and performance-based awards.

Restricted shares granted under the plan consist of both time and performance-based restricted stock units.

The awards are granted in accordance with performance levels set by the Compensation and Benefits Committee.

Under the 2021 plan, we issued 165,711 restricted stock awards during 2024, 162,677 restricted stock awards in 2023 and 181,392 restricted stock awards in 2022.

During 2023 and 2022, no restricted stock awards were granted under the 2014 stock plan.

In 2021, we granted 99,711 restricted stock awards under the 2014 plan.

The following table provides information about restricted stock awards granted under the plans for the periods presented:

The following table provides information about restricted stock awards granted for the periods presented:

Vesting Period 2024 2023 2022

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Directors One year 15,601 17,145 16,488

Chief Executive Officer One year — — 8,309

Other Awards Three years 150,110 145,532 164,904

2014 Stock Plan

Other Awards Three years — — 99,711

Total Restricted Stock Grants 165,711 162,677 181,392

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The vesting of time based awards is generally 1 to 3 years.

The vesting of performance-based awards is based on S&T's achievement of relative return on average equity and total shareholder return, over a three year performance period compared to a peer group as defined in the award agreements.

Restricted stock grants are forfeited if a grantee leaves S&T before the end of the vesting period except where accelerated vesting provisions are defined with the award agreements.

The vesting of performance-based awards is based on S&T's achievement of relative return on average equity and total shareholder return, over a 3 year performance period compared to a peer group as defined in the award agreements.

Restricted stock grants are forfeited if a grantee leaves S&T before the end of the vesting period except where accelerated vesting provisions are defined within the award agreements.

During 2024, 2023 and 2022, we recognized compensation expense of $ 4.6 million, $ 3.9 million and $ 3.2 million and realized a tax benefit of $ 1.0 million, $ 0.8 million and $ 0.7 million related to restricted stock grants.

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Dividends from subsidiaries $ 66,775 $ 86,950 $ 61,426

Investment income — — —

Total Income 66,775 86,950 61,426

1 unchanged sentence

Other expenses 4,973 4,764 4,112

Tax expense 7,136 5,657 5,347

Total expense 7,153 7,136 5,657

Income before income tax and undistributed net income of subsidiaries 59,622 79,814 55,769

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Repayment of long term debt — ( 5,464 ) —

Sale of treasury shares, net ( 798 ) ( 808 ) ( 629 )

Purchase of treasury shares ( 19,808 ) ( 7,637 ) —

Repurchase of shares for taxes on restricted stock ( 870 ) ( 798 ) ( 808 )

Repurchase of common stock — ( 19,808 ) ( 7,637 )

Cash dividends paid to common shareholders ( 50,974 ) ( 49,708 ) ( 46,952 )

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AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SHARE REPURCHASE PLAN

On January 25, 2023, our Board of Directors authorized an extension of its $ 50 million share repurchase plan, which was set to expire March 31, 2023.

This authorization extended the expiration date of the repurchase plan through March 31, 2024.

The plan permitted S&T to repurchase shares up to the previously authorized $ 50 million in aggregate value of S&T's common stock through a combination of open market and privately negotiated repurchases.

At December 31, 2023, there was $ 9.8 million in capacity remaining under the existing plan.

On January 24, 2024, our Board authorized a new $ 50 million share repurchase plan.

The new plan is set to expire May 30, 2025 and replaced the existing share repurchase plan effective immediately.

This repurchase authorization permits S&T to repurchase shares of S&T's common stock from time to time through a combination of open market and privately negotiated repurchases up to the authorized $ 50 million aggregate value of S&T's common stock.

The specific timing, price and quantity of repurchases will be at the discretion of S&T and will depend on a variety of factors, including general market conditions, the trading price of the common stock, legal and contractual requirements and S&T’s financial performance.

The repurchase plan does not obligate S&T to repurchase any particular number of shares.

S&T expects to fund any repurchases from cash on hand and internally generated funds.

Any share repurchases will not begin until permissible under applicable laws.

The following table presents repurchase activity for the periods presented:

Twelve Months Ended December 31,

(in thousands, except share and per share data) 2023 2022

Value of shares authorized to repurchase $ 50,000 $ 50,000

Remaining plan capacity at the beginning of the period $ 29,805 $ 37,442

Total shares repurchased 739,426 268,503

Average share price for the period $ 27.05 $ 28.44

Total cost of repurchases (1)

$ 19,998 $ 7,637

Remaining plan capacity at the end of the period $ 9,808 $ 29,805

(1) Includes excise tax on repurchases, net of issuances for restricted stock awards.

S&T BANCORP, INC.

AND SUBSIDIARIES

Report of Independent Registered Public Accounting Firm

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Regarding the measurement of the segment specific risk and the reasonable and supportable forecast, we evaluated the completeness, accuracy and relevance of the underlying internal and external data utilized in management’s estimate and considered the existence of additional or contrary information.

We evaluated the overall ACL, inclusive of the qualitative adjustments, and whether the amount appropriately reflects a reasonable estimate of lifetime losses by comparing the overall ACL to historical losses and ACL reserves established by peer banking institutions.

We evaluated the overall ACL, inclusive of the qualitative adjustments, and whether the amount appropriately reflects a reasonable estimate of expected credit losses by comparing the overall ACL to historical losses and ACL reserves established by peer banking institutions.

/s/ Ernst & Young LLP

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data