Form 4: S&T Bancorp Director Receives RSU Grant

S&T Bancorp Director Christine J. Toretti reported the acquisition of 1,290 restricted stock units and a transfer of 10,643 common shares to a revocable trust.

Summary

• Christine J. Toretti, a Director of S&T Bancorp Inc. (STBA), filed a Form 4 on September 30, 2025.
• On September 28, 2025, Toretti acquired 1,290 Director Restricted Stock Units (RSUs).
• Each RSU represents a contingent right to receive one share of S&T Bancorp, Inc. common stock, with an underlying value of $37.64 per share.
• These RSUs are scheduled to vest in 364 days from the issuance date (September 28, 2025), with vested shares delivered upon vesting.
• The RSUs will be forfeited if Toretti resigns from the Board of Directors prior to vesting.
• Toretti also reported a transfer of 10,643 shares of common stock from a PNC Trust (for the benefit of children) to the Christine J. Toretti Revocable Trust at WBG.
• Following these reports, Toretti directly owns 28,000.2296 shares of common stock and 10,643 shares in her revocable trust, and indirectly owns 273.343 shares for Joseph Jack and 266.162 shares for Maxwell Jack.

Sentiment

Score: 5

Explanation: The filing is a routine disclosure of director compensation and share ownership changes, which is neutral in sentiment. The RSU grant is a positive for director alignment, but it's a standard practice.

Positives

• Director Christine J. Toretti received a grant of 1,290 Restricted Stock Units, aligning her interests with long-term shareholder value.
• The RSU grant demonstrates continued commitment and incentivization for the director's service to S&T Bancorp.

Negatives

• The Restricted Stock Units are subject to forfeiture if the director resigns from the Board before the 364-day vesting period.

Risks

• The 1,290 Restricted Stock Units are contingent and will be forfeited if Christine J. Toretti resigns from the Board of Directors before their vesting date.

Future Outlook

The 1,290 Restricted Stock Units are expected to vest in 364 days from September 28, 2025, at which point the underlying common shares will be delivered to the reporting person, provided she remains on the Board.

Industry Context

The grant of Restricted Stock Units is a common form of equity compensation for directors in the banking and financial services industry, designed to align their interests with long-term company performance and shareholder returns.

Corporate Governance

Related Party Transactions

• Transfer of 10,643 shares of common stock from a PNC Trust (established for the benefit of children) to the Christine J. Toretti Revocable Trust at WBG.
• Indirect beneficial ownership of 273.343 shares for Joseph Jack and 266.162 shares for Maxwell Jack.

Stakeholder Impact

• Shareholders: Minor positive impact due to increased director alignment with long-term company performance through equity compensation.
• Management/Board: Reinforces director retention and incentivization through equity grants.

Next Steps

• Vesting of 1,290 Restricted Stock Units approximately 364 days from September 28, 2025.
• Delivery of common stock shares to Christine J. Toretti upon RSU vesting.

Key Dates

Keywords

S&T Bancorp, STBA, Form 4, insider transaction, director compensation, restricted stock units, RSU, common stock, beneficial ownership, corporate governance