Item 5.07. Submission of Matters to a Vote of Security Holders
The Special Meeting was held on
The results of matters voted upon are presented below:
(1) To approve the Agreement and Plan of Merger (the "merger agreement"), by and
among NBT Bancorp Inc. ("NBT"),NBT Bank, National Association , a federally-chartered national banking association and wholly owned subsidiary of NBT ("NBT Bank "),Salisbury Bancorp, Inc. ("Salisbury") andSalisbury Bank and Trust Company , aConnecticut -chartered bank and wholly owned subsidiary of Salisbury ("Salisbury Bank "), dated as ofDecember 5, 2022 , pursuant to which (i) Salisbury will merge with and into NBT, with NBT as the surviving entity, and (ii)Salisbury Bank will merge with and intoNBT Bank , withNBT Bank as the surviving entity (the "merger").
Votes For Votes Against Abstentions Broker Non-votes 3,881,639 310,972 23,221
0
(2) To approve, on an advisory (non-binding) basis, specified compensation that
may become payable to the named executive officers of Salisbury in connection with the merger.
Votes For Votes Against Abstentions Broker Non-votes 3,491,152 644,735 79,945
0
Completion of the merger is subject to receipt of regulatory approval and the satisfaction of the remaining customary closing conditions contained in the merger agreement.
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(a) Not Applicable. (b) Not Applicable. (c) Not Applicable. (d) Exhibits. Exhibit Number Description 99.1 Press Release, datedApril 13, 2023 , issued bySalisbury Bancorp, Inc.
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