Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal


           Year



As approved by the shareholders at the Annual Meeting on May 20, 2021, the Company has amended its Certificate of Incorporation to effect a reverse stock split of TrustCo Common Stock at a ratio of 1 for 5 and a corresponding proportionate reduction in TrustCo's authorized Common Stock from 150,000,000 shares to 30,000,000 shares, as described in more detail in the Company's definitive Proxy Statement filed with the Securities and Exchange Commission on April 1, 2021 ("2021 Proxy").

The Charter Amendments were effective upon filing with the New York Department of State on May 27, 2021. The text of the Charter Amendments is attached as Exhibit 3.1 to this Form 8-K and incorporated herein by reference.




Item 8.01. Other Events


As previously announced, the reverse split of the Company's Common Stock at a ratio of 1 for 5 was implemented on the Nasdaq Global Select Market on May 28, 2021.

Item 9.01. Financial Statements and Exhibits





(d) Exhibits


Exhibit No. Description of Exhibit



  3.1       Amendment to Certificate of Incorporation of TrustCo Bank Corp NY

104         Cover Page Interactive Data File (embedded within the Inline XBRL document).


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