Form 4: S&T Bancorp Executive Vice President Melanie A. Lazzari Reports Changes in Beneficial Ownership

Melanie A. Lazzari, Executive Vice President of S&T Bancorp, reports transactions involving common stock and restricted stock units, including forfeitures, vesting, and tax liability payments.

Summary

• On April 1, 2024, Melanie A. Lazzari, Executive Vice President of S&T Bancorp, reported several transactions involving S&T Bancorp's common stock.
• These transactions include the forfeiture of 224 performance shares from the 2021 Long-Term Incentive Plan, which vested at 73% between the threshold and target levels.
• Shares were withheld to cover tax liabilities upon the vesting of restricted stock units (RSUs).
• Lazzari also acquired 515 and 506 shares of common stock upon the vesting of restricted stock units, which automatically convert into an equal number of common stock shares.
• Additionally, Lazzari was granted 1,666 director restricted stock units that vest in three equal annual installments beginning April 1, 2025.
• Following these transactions, Lazzari directly owns 9,135.098 shares of common stock and indirectly owns 7,384.0795 shares through a 401(k) and 9 shares through a Spouse IRA.

Sentiment

Score: 6

Explanation: The sentiment is neutral. The filing primarily reports routine transactions related to executive compensation. The forfeiture of some shares is a minor negative, but the granting of new RSUs is a positive.

Positives

• The granting of 1,666 director restricted stock units indicates continued investment in Lazzari's role within the company.
• The vesting of restricted stock units adds to Lazzari's holdings in S&T Bancorp, aligning her interests with those of the shareholders.

Negatives

• The forfeiture of 224 performance shares suggests that certain performance targets were not fully met under the 2021 Long-Term Incentive Plan.

Risks

• Tax liabilities arising from vested restricted stock units could impact Lazzari's overall compensation and investment strategy.
• Fluctuations in S&T Bancorp's stock price could affect the value of Lazzari's holdings and future vesting of restricted stock units.

Future Outlook

The reporting person will receive shares from the vesting of restricted stock units in the future, contingent on continued service and the terms of the grant agreements.

Industry Context

Form 4 filings are a routine part of corporate governance, providing transparency into the transactions of company insiders. These filings are closely watched by investors for insights into management's perspective on the company's stock and future prospects.

Comparison to Industry Standards

• Executive compensation packages often include restricted stock units to align management's interests with shareholders, a common practice among publicly traded companies like S&T Bancorp.
• The vesting schedules for restricted stock units, typically over a three-year period, are standard in the industry, similar to those used by peers such as PNC Financial Services and Citizens Financial Group.
• Forfeiture of performance shares due to not meeting performance targets is also a common occurrence, reflecting the variable nature of performance-based compensation.

Stakeholder Impact

• The transactions reported have a minimal direct impact on stakeholders.
• Shareholders may view the transactions as part of the executive's compensation and alignment with company performance.

Next Steps

• The reporting person will continue to receive shares as restricted stock units vest according to their vesting schedules.
• Future Form 4 filings will be required for any additional transactions involving S&T Bancorp securities.

Key Dates