Lazzari Melanie A 4

What Happened

• Melanie A. Lazzari, Executive Vice President of S&T Bancorp, had multiple restricted stock units (including performance-based units) vest and/or be converted on April 1, 2026. Gross conversions/exercises totaled 3,728 shares at an implied price of $42.28 (value $157,619). To cover tax liabilities, 1,633 shares were withheld (disposed) worth $69,043, leaving a net increase of 2,095 shares to Ms. Lazzari (net value ≈ $88,576).
• Transactions recorded include awards/grants (A), exercises/conversions of derivatives (M), and shares withheld for tax payment (F). Many of the awards were $0-priced RSUs that converted into common stock upon vesting.

Key Details

• Transaction date: April 1, 2026; Form filed April 3, 2026 (generally timely).
• Breakdown:
  • Gross acquired via exercise/conversion: 3,728 shares @ $42.28 = $157,619.
  • Shares withheld for taxes (disposed): 1,633 shares @ $42.28 = $69,043.
  • Net shares retained: 2,095 shares; net value ≈ $88,576.
• Notable footnotes:
  • Some units were performance-based RSUs granted April 1, 2023; performance period Jan 1, 2023–Dec 31, 2025 with the Committee’s determination made March 24, 2026 (F3).
  • Vesting and conversion mechanics: units automatically convert into common stock on vest (F1); shares withheld to pay tax liabilities (F2).
• Shares owned after the transaction are not specified in the excerpt provided; see the full Form 4 for post-transaction beneficial ownership.

Context

• These transactions are routine compensation events (vesting/conversion of RSUs and performance units) rather than open-market purchases or discretionary sales. The withholding of shares to satisfy tax obligations (code F) is common and should not be interpreted as a market sale by the insider.
• Codes used: M = exercise/conversion of derivative, A = award/grant, F = payment of tax liability (share-withholding).