21 unchanged sentences
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
−Removed: The information required by Part III, Item 10 of Form 10-K is incorporated herein from the sections entitled “Proposal 1 - Election of Directors,” “Executive Officers of the Registrant,” “Corporate Governance - Audit Committee,” “Corporate Governance - Director Qualifications and Nominations;
−Removed: Board Diversity” and “Corporate Governance - Code of Conduct and Ethics” in our proxy statement to be filed for the 2024 annual meeting of shareholders.
+Added: Except for the information required by this item with respect to our insider trading policy set forth below, the information required by Part III, Item 10 of Form 10-K is incorporated herein from the sections entitled “Proposal 1 - Election of Directors,” “Executive Officers of the Registrant,” “Corporate Governance - Audit Committee,” “Corporate Governance - Director Qualifications and Nominations” and “Corporate Governance - Code of Conduct and Ethics” in our proxy statement to be filed for the 2025 annual meeting of shareholders.
+Added: The Company has adopted an Insider Trading Policy governing the purchase, sale, and/or other dispositions of the Company’s securities by our directors, officers and employees, as well as their family members and entities controlled by them, that we believe is reasonably designed to promote compliance with insider trading laws, rules and regulations and the exchange listing standards applicable to us.
+Added: A copy of our Insider Trading Policy is filed as Exhibit 19.1 to this Annual Report on Form 10-K for the year ended December 31, 2024.
EXECUTIVE COMPENSATION
−Removed: The information required by Part III, Item 11 of Form 10-K is incorporated herein from the sections entitled “Compensation Discussion and Analysis,” “Executive Compensation,” “Director Compensation,” “Corporate Governance - Compensation Committee Interlocks and Insider Participation,” “Corporate Governance - The S&T Board’s Role in Risk Oversight” and “Compensation and Benefits Committee Report” in our proxy statement to be filed for the 2024 annual meeting of shareholders.
+Added: The information required by Part III, Item 11 of Form 10-K is incorporated herein from the sections entitled “Compensation Discussion and Analysis,” “Executive Compensation,” “Director Compensation,” “Corporate Governance - Compensation Committee Interlocks and Insider Participation,” “Corporate Governance - The S&T Board’s Role in Risk Oversight”, “Compensation and Benefits Committee Report” in our proxy statement to be filed for the 2025 annual meeting of shareholders.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
41 unchanged sentences
Filed as Exhibit 3.1 to S&T Bancorp, Inc.
−Removed: Quarterly Report on Form 10-Q filed for the quarter ended June 30, 2021 filed on August 4, 2021, and incorporated herein by reference.
−Removed: Amended and Restated By-laws of S&T Bancorp, Inc.
−Removed: Filed as Exhibit 3.1 to S&T Bancorp, Inc.
+Added: C urrent Report on Form 8 -K filed on December 4, 2 024 and incorporated herein by reference.
+Added: By-laws of S&T Bancorp, Inc.
+Added: Filed as Exhibit 3.
+Added: 2 to S&T Bancorp, Inc.
Current Report on Form 8-K filed on December 4 , 202 4 , and incorporated herein by reference.
99 unchanged sentences
Current Report on Form 8-K filed on September 29, 2022, and incorporated herein by reference.*
+Added: I n si der Trading Policy
Subsidiaries of the Registrant .
2 unchanged sentences
Rule 13a-14(a) Certification of the Principal Financial Officer.
−Removed: Rule 13a-14(b) Certification of the Chief Executive Officer and Principal Financial Officer.
S&T BANCORP, INC.
AND SUBSIDIARIES
+Added: Rule 13a-14(b) Certification of the Chief Executive Officer and Principal Financial Officer.
C lawback Policy.
+Added: Filed as Exhibit 97 to S&T Bancorp, Inc.
+Added: Annual Report on Form 10-K for year ended December 31, 2023, and incorporated herein by reference
101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
39 unchanged sentences
Grube Director 2/28/2025
+Added: Director 2/28/2025
/s/ William J.
3 unchanged sentences
Bhaskar Ramachandran
−Removed: /s/ Steven J.
−Removed: Weingarten Director 2/26/2024
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.