AGM 2021

Apr 22, 2021

Good morning, and thank you for participating in today's virtual annual meeting for S&T Bancorp. Before beginning the meeting, I want to take time to refer you to our statement about forward looking statements and risk factors, which is on the screen in front of you. This statement provides the cautionary language required by the Securities and Exchange Commission for forward looking statements that may be included in this meeting. At the bottom right hand side of your screen, you should see a materials tab. You can click on that tab and obtain a copy of S&T Bancorp's proxy and annual report, a copy of this annual meeting presentation and the rules of conduct for this meeting. The proxy, annual report and presentation are also available on our website atstbancorp.com. I would now like to turn the program over to S&T Bancorp's Chairperson, Christine Toretti. Good morning, and welcome to S and T Bancorp's Annual Meeting of Shareholders. I am Christine Turetti, and as Chairperson of the Corporation, I will serve as Chairperson of this Annual Meeting. I have asked our Corporate Secretary, Ernie Draganza, to serve as Secretary for this morning's meeting. With me are Dave Antolik, President and Interim Chief Executive Officer Mark Kushvar, Chief Financial Officer and Ernie de Granza, Chief Risk Officer. Also in attendance today is Dave Howell of E and Y, our independent accountant. The purpose of this annual meeting is to act upon the following matters: to elect 13 directors to serve a 1 year term until the next Annual Meeting of Shareholders and until their respective successors are elected and qualified. The nominees are Louis W. Atkins, Jr, David G. Antolik, Peter R. Vars, Christina A. Kasotis, Michael J. Donnelly, James T. Gibson, Jeffrey D. Grube, William J. Hieb, Jerry D. Hostetter, Robert E. Kane, Frank J. Colermo, Jr, Christine J. Pierretti and Steven J. Weingarten. The second matter is to ratify the selection of Ernst and Young LLP as S and T's independent registered public accounting firm for the fiscal year 2021. The third is to approve on a non binding advisory basis the compensation of S and T's named executive officers and the 4th is to approve the adoption of S and T's 2021 incentive plan and the 5th to transact such other business as may properly come before the meeting or any adjournment thereof. We will conduct this meeting in accordance with the rules of conduct, which can be assessed by clicking on the rules of conduct link on your screen. At this point, I would like to invite David Gientolik, Interim CEO to make some comments. Well, thank you, Christine, and thanks to all of you for your interest in and support of S and T Bancorp. We continue to prioritize the health and safety of our employees, customers and communities by closely monitoring CDC guidelines and adjusting our workplace activities as needed. We have encouraged our employees to get vaccinated and have provided education to them in order to make an informed choice. We are in approaches and we are targeting a September 1st date for full deployment. We continue to leverage technology in order to remain efficient and provide the highest level of customer service. I am incredibly proud of our employees by providing 4,442 PPP loans for a total of $770,000,000 Despite the many obvious challenges we encountered in 2020, we remain focused on growth. We completed the conversion of the DNB First Bank systems and are focused on strategic execution in the robust markets that we entered in Southeast Pennsylvania. As a reminder, DNB was a $1,100,000,000 community bank that we acquired in November of 2019 withment of our wealth management division into this consumer bank, marrying our best in class investment advisory platforms and our largest customer segment. I am also pleased with the progress that we've made in growing our retail mortgage division. This area has been and will become an even more important driver of growth and serves as a core product platform used to attract and retain customers. In our commercial banking division, we rolled out our asset based lending division and we will and we are working on strategies to expand growth opportunities by building strong growth opportunities. We remain bullish on the 5 markets that we serve, Western PA, Eastern PA, Central Ohio, Northeast Ohio and Western New York, and we are focused on allocating the resources necessary to take full advantage of the opportunities presented. We have dedicated considerable resources to enhancing our operational and risk practices, adding to staff, investing in technology and focusing on our ability to create a scalable infrastructure. Our Board has played a significant role in leading these efforts and during the year established a Risk Kazan the Future and building upon our legacy as a well respected community bank. I'd now like to turn the program back to Christine for the business portion of the meeting. Thank you, David. Shareholders may submit questions during this meeting at time limits as possible. Only shareholders who have logged into the meeting with their control numbers will have the opportunity to ask questions. Questions from shareholders should pertain to the proposals being considered. The polls are now open. If you have already submitted your signed proxy card to the company, there is no need to vote at this time unless you wish to change the vote contained in your previously submitted proxy. We will now address any questions received on the proposals. Mr. Khoshbar has been monitoring the meeting website portal for questions. Mr. Khoshvar, have we received any questions on the proposals? At this time, there are no questions. We will now move on with the meeting. It is 10:07 and I declare that the polls are now closed. The Judge of Election has delivered the preliminary report. I have been informed that a majority of the shares of the corporation are represented by proxy. The Board of Directors has appointed Timothy P. McKee to be Judge of Election and to tabulate the shareholder votes. Ernie, as Secretary, will you please read the results of the judge of election? All shareholder proposals have received the required number of votes to be approved and the Form 8 ks will be filed with the SEC detailing the final voting results of each such proposal. More than the required number of votes have been cast each approve each sorry, more than the required number of votes have been cast to approve each proposal. Therefore, the 13 nominees are hereby declared elected directors to serve for a 1 year term until the next annual meeting of shareholders and until their respective successors are elected and qualified. The selection of Ernst and Young LLP as S and T's independent registered public accounting firm for 2021 has been ratified. A non binding advisory proposal on the compensation of S and T's named executive officers have been approved and S and T's 2021 incentive plan has been approved. Is there any other business to come before the meeting? Before we adjourn, we want to thank you for attending and for your interest and support of S and T. This is your bank and we hope you will refer family and friends to S and T. Seeing that there are no other formal business to come before the meeting, it is hereby adjourned.