SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) NOVEMBER 29, 2004
NBT Bancorp Inc.
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(Exact name of registrant as specified in its charter)
Delaware 0-14703 16-1268674
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
52 South Broad Street, Norwich, New York 13815
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (607) 337-2265
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
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As previously announced, on October 25, 2004, the Board of Directors of the
Company adopted a stockholder rights plan (the "Plan") to become effective on
November 15, 2004 and declared a dividend distribution of one right ("Right")
for each outstanding share of common stock, par value $.01 per share ("Common
Stock") of the Company. The distribution was paid to stockholders of record on
November 16, 2004 (the "Record Date"). On or about November 29, 2004, the
Company mailed to stockholders of record on the Record Date a summary of the
Plan ("Summary").
The Company's cover letter, dated November 26, 2004, and the Summary are
attached hereto as Exhibits 99.1 and 99.2 respectively, and are incorporated
herein by reference. A copy of the Plan, was previously filed as an exhibit to
the Company's Current Report on Form 8-K filed on November 18, 2004.
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Item 9.01. Financial Statements and Exhibits.
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(a) Not Applicable.
(b) Not Applicable.
(c) Exhibits.
99.1 Cover letter to stockholders dated November , 2004.
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99.2. Summary of Rights to Purchase Series A Junior Participating
Preferred Shares.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this Report to be signed on its behalf
by the undersigned thereunto duly authorized.
NBT BANCORP INC.
Date: December 3, 2004 By: /s/ Micahel J Cehwens
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Michael J. Chewens
Senior Executive Vice President,
Chief Financial Officer and
Corporate Secretary
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EXHIBIT INDEX
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Exhibit No. Description
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99.1 Cover letter to stockholders dated November 26, 2004.
99.2 Summary of Rights to Purchase Series A Junior Participating
Preferred Shares.
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