NBT BANCORP INC (NBTB): M&A transaction — NBT Bancorp completes Salisbury acquisition; appoints Cantele to board, raises dividend 6.7%

in addition, effective August 14, 2023, Mr. Cantele was appointed to the Board of Directors of NBT Bank and was named Executive Vice President of Strategic Integration of NBT Bank.

appointed Richard J. Cantele, Jr., President and Chief Executive Officer of Salisbury, to the Board, effective August 14, 2023.

Subject to the terms and conditions of the Merger Agreement, at the effective time of the Merger , each share of Salisbury common stock was converted into the right to receive 0.7450 shares of NBT common stock, with cash payable in lieu of any fractional shares. A copy of NBT’s press release dated August 14, 2023, announcing the completion of the Merger and

On August 9, 2023, NBT, NBT Bank, Salisbury and Salisbury Bank entered into a First Amendment to Agreement and Plan of Merger (the "Merger Agreement Amendment") in accordance with Section 8.02 of the Merger Agreement to, among other matters, (i) correct certain typographical errors in the Merger Agreement, (ii) clarify that references to "charter and bylaws" of NBT and NBT Bank in the Merger Agreement refer to the Restated Certificate of Incorporation, as amended, and Amended and Restated Bylaws of NBT and the Amended and Restated Articles of Association and Second Amended and Restated Bylaws of NBT Bank, respectively, and (iii) clarify that the New Bank Board Member (as defined in the Merger Agreement) shall be appointed to the board of directors of NBT Bank by the board of directors of NBT Bank in accordance with the Amended and Restated Articles of Association and Second Amended and Restated Bylaws of NBT Bank.