UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
January 27, 2020
Date of Report (date of earliest event reported)
S&T BANCORP, INC
(Exact name of registrant as specified in its charter)
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| Pennsylvania | 0-12508 | 25-1434426 | |
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | |
| | |
| 800 Philadelphia Street | Indiana | PA | 15701 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
(800) 325-2265
Registrant's telephone number, including area code
(Not applicable)
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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| | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, $2.50 par value | STBA | The NASDAQ Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On January 30, 2020, S&T Bancorp, Inc. announced by press release its earnings for the three and twelve months ended December 31, 2019. A copy of the press release is attached hereto as Exhibit 99.1. The information contained in this Report on Form 8-K, including Exhibit 99.1 hereto, is being furnished under item 2.02 and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Exchange Act of 1933 or the Exchange Act, except as shall be expressly set forth by reference in such a filing. Item 7.01 - Regulation FD Disclosure
In connection with the issuance of its earnings for the three and twelve months ended December 31, 2019, S&T provided supplementary financial information on its website. A copy of the supplementary financial information is included in this Current Report as Exhibit 99.2. The information contained in this Report on Form 8-K, including Exhibit 99.2 hereto, is being furnished under item 7.01 and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Exchange Act of 1933 or the Exchange Act, except as shall be expressly set forth by reference in such a filing. Item 8.01 Other Events.
The Board of Directors of S&T declared a $0.28 per share cash dividend at its regular meeting held January 27, 2020. A copy of the press release is attached hereto as Exhibit 99.3. This is an increase of 3.7 percent compared to a common stock dividend of $0.27 per share declared in the same period in the prior year. The dividend is payable February 27, 2020 to shareholders of record on February 13, 2020. Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit No. | | Description of Exhibit |
| | Press Release |
| | S&T Bancorp Inc. 2019 Highlights |
| | Dividend Release |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned thereunto duly authorized.
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| | S&T Bancorp, Inc. |
| | /s/ Mark Kochvar |
| January 30, 2020 | Mark Kochvar Senior Executive Vice President, Chief Financial Officer |
