UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 14A
Proxy
Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
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Filed by the Registrant
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Filed by a Party other than the Registrant
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Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as
permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to
§240.14a-12
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IBT BANCORP, INC.
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(Name of Registrant as Specified in its
Charter)
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(Name of Person(s) Filing Proxy Statement, if other than
the Registrant)
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Payment of filing fee (Check the appropriate box):
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Fee computed on table below per Exchange Act Rules
14a-6(i)(1) and 0-11.
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(1) Title of each class of securities to
which transaction applies:
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(2) Aggregate number of securities to which
transaction applies:
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(3) Per
unit price or other underlying value of transaction computed pursuant
to Exchange Act Rule 0-11.
(set forth the amount on which the filing fee is
calculated and state how it was determined):
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(4) Proposed maximum aggregate value of
transaction:
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(5) Total fee paid:
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o
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Fee paid previously with preliminary
materials.
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Check box if any part of the fee is offset as provided
by Exchange Act Rule 0-11(a)(2) and identify the filing for which the
offsetting fee was paid previously. Identify the previous filing by
registration statement number, or the Form or Schedule and the date of
its filing.
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(1) Amount previously paid:
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(2) Form, Schedule or Registration Statement
No.:
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(3) Filing Party:
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(4) Date Filed:
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IMPORTANT REMINDER TO SHAREHOLDERS
SPECIAL MEETING IS ONLY ONE MONTH AWAY!
April
16, 2008
Dear
Shareholder:
According to our latest records, your proxy has not been received for
the special meeting to vote on the merger of IBT Bancorp, Inc. with S&T Bancorp,
Inc. This meeting will be held on Tuesday, May 13, 2008.
WE
NEED YOUR VOTE.
66 2/3% of the outstanding shares of IBT
common stock are required to approve the merger (Proposal #1), excluding shares held by
S&T Bancorp, Inc. The IBT board of directors recommends that you vote
“FOR” the adoption of the agreement and plan of merger. In addition, the
IBT board of directors recommends that you vote “FOR” approval of an
amendment to IBT’s restated articles of incorporation (Proposal #2) and
“FOR” approval to adjourn the special meeting, if necessary, to solicit
additional proxies (Proposal #3).
PLEASE TAKE A MOMENT NOW TO VOTE. IF YOU ARE A REGISTERED HOLDER OF
IBT BANCORP, INC. COMMON STOCK, PLEASE COMPLETE AND RETURN THE ENCLOSED PROXY CARD IN
THE SELF-ADDRESSED POSTAGE-PAID ENVELOPE PROVIDED. IF YOU HOLD YOUR SHARES THROUGH A
BROKER,
YOU MAY VOTE BY ANY OF THE THREE METHODS
IDENTIFIED BELOW:
1.
Vote by
telephone
:
Call 1-800-690-6903. Have your
12-digit control number listed on your Proxy Card or Voting Instruction Form available
and follow the simple instructions.
2.
Vote by
Internet
: Go to www.proxyvote.com. Have your 12-digit
control number listed on your Proxy Card or Voting Instruction Form available and
follow the simple instructions.
3.
Vote by
Mail
: Vote, sign, date and mail the enclosed Proxy
Card or Voting Instruction Form in the postage-paid envelope included for your
convenience.
If you
have any questions about the merger or the above methods for voting, please call
Georgeson, Inc., IBT’s proxy solicitor, at 1-800-368-5948.
YOUR
VOTE IS IMPORTANT. THE DEADLINE TO SUBMIT YOUR VOTING INSTRUCTIONS OVER THE TELEPHONE
OR THROUGH THE INTERNET IS 11:59 P.M., EASTERN TIME, ON MAY 12, 2008.
Thank
you for your response.
Sincerely,
Charles
G. Urtin
President and Chief Executive Officer
IBT
Bancorp, Inc.