SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

TORETTI CHRISTINE J

(Last)

(First)

(Middle)

800 PHILADELPHIA STREET

(Street)

INDIANA

15701

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
S&T BANCORP INC [ STBA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2012

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/13/2012		A⁽¹⁾		1,313	A	$16.59	1,313	D
Common Stock⁽²⁾								7,330	D
Common Stock								9,568.86	D
Common Stock								180.81	I	Christine J T/f Joseph Jack
Common Stock								176.66	I	Christine J T/f Maxwell Jack
Common Stock								0	I	Pnc Invest To Benefit Children

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to Buy)	$37.855							01/01/2007	12/19/2015	Common Stock	2,500		2,500	D
Stock Options (Right to Buy)	$37.08							01/01/2006	12/20/2014	Common Stock	2,500		2,500	D
Stock Options (Right to Buy)	$29.965							01/01/2005	12/15/2013	Common Stock	2,500		2,500	D
Stock Options (Right to Buy)	$26.6							01/01/2004	12/16/2012	Common Stock	3,000		3,000	D

Explanation of Responses:

1. The indicated number of shares represents the number of shares of the common stock of S&T Bancorp, Inc.("S&T") issuable to the reporting person as merger consideration pursuant to the Agreement and Plan of Merger dated as of March 29, 2012 (the "Merger Agreement") by and between S&T and Gateway Bank of Pennsylvania ("Gateway"). The indicated number of shares reflects the actual number of shares of S&T common stock issuable to the reporting person as merger consideraton pursuant to the Merger Agreement. As a result of the merger, each share of Gateway common stock at the time of the merger was converted into the right to receive 0.4657 of a share of S&T common stock and $3.08 in cash, without interest, plus cash in lieu of any fractional shares of common.

2. Shares were transferred from PNC Trust to benefit children to Christine J. Toretti Revocable Trust at WBG.

	/s/ Timothy P. McKee P.O.A. for Christine J. Toretti	11/06/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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