UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant x Filed by a Party other than the Registrant ¨
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Preliminary Proxy Statement | |||
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |||
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Definitive Proxy Statement | |||
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Definitive Additional Materials | |||
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Soliciting Material under Rule 14a-12 | |||
| S&T Bancorp, Inc. | ||||
| (Name of registrant as specified in its charter) | ||||
| (Name of person(s) filing proxy statement, if other than the registrant) | ||||
| Payment of Filing Fee (Check the appropriate box): | ||||
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No fee required. | |||
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Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. | |||
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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Fee paid previously with preliminary materials. | |||
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. | |||
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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on May 20, 2015.
| S&T BANCORP, INC. |
Meeting Information
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| Meeting Type: | Annual Meeting | |||||||||
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For holders as of: |
March 20, 2015 |
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| Date: May 20, 2015 |
Time: 10:00 AM Eastern Time |
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Location: S&T SUPPORT CENTER |
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| INDIANA WEST PLAZA |
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| 2416 PHILADELPHIA STREET |
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| INDIANA, PENNSYLVANIA 15701 |
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Meeting live via the Internet-please visit www.virtualshareholdermeeting.com/STBA15. |
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| S&T BANCORP, INC. 800 PHILADELPHIA ST INDIANA, PA 15701 |
You are receiving this communication because you hold shares in the company named above. | |||||
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This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). | ||||||
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We encourage you to access and review all of the important information contained in the proxy materials before voting.
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| See the reverse side of this notice to obtain proxy materials and voting instructions.
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| Before You Vote | ||||||||
How to Access the Proxy Materials
| Proxy Materials Available to VIEW or RECEIVE: | ||||||
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PROXY STATEMENT FOR THE 2015 ANNUAL MEETING OF SHAREHOLDERS ANNUAL REPORT ON FORM 10-K IN A COMBINED DOCUMENT FOR THE FISCAL YEAR ENDED DECEMBER 31, 2014 How to View Online: Have the information that is printed in the box marked by the arrow
How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:
1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com
* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow
Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 6, 2015 to facilitate timely delivery.
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(located on the following page) and visit: www.proxyvote.com. 
(located on the following page) in the subject line.| How To Vote | ||||||||
Please Choose One of the Following Voting Methods
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Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.
Vote By Internet: Before The Meeting: Go to www.proxyvote.com.
Have the information that is printed in the box marked by the arrow
During The Meeting: Go to www.virtualshareholdermeeting.com/STBA15. Have the information that is printed in the box marked by the arrow
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
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(located on the following page) available and follow the instructions.
(located on the following page) available and follow the instructions.
| Voting Items | ||||||||||||||||||||
| Vote on Directors - THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR ALL”. | ||||||||||||||||||||
| 1. | ELECTION OF DIRECTORS TO SERVE TERMS EXPIRING IN 2016 |
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| Nominees: | ||||||||||||||||||||
| 01) Todd D. Brice |
09) David L. Krieger |
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| 02) John J. Delaney |
10) James C. Miller |
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| 03) Michael J. Donnelly |
11) Fred J. Morelli, Jr. |
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| 04) William J. Gatti 05) James T. Gibson 06) Jeffrey D. Grube 07) Frank W. Jones 08) Jerry D. Hostetter |
12) Frank J. Palermo, Jr. 13) Christine J. Toretti 14) Charles G. Urtin 15) Steven J. Weingarten |
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Vote on Proposals - THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” PROPOSALS 2 AND 3.
2. TO RATIFY THE SELECTION OF KPMG LLP AS AN INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR 2015.
3. TO APPROVE THE NON-BINDING PROPOSAL ON THE COMPENSATION OF S&T’S EXECUTIVE OFFICERS.
TO TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF.
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