Burke & Herbert (BHRB) EVP delivers 211 shares to cover tax obligations

Rhea-AI Filing Summary

Burke & Herbert Financial Services Corp. executive Rowan Shannon Barrow, EVP of Wealth Services, reported a compensation-related share transfer. On this Form 4, 211 shares of common stock were disposed of at $64.64 per share to cover tax obligations, leaving Barrow with 4,912 directly held shares. This tax-withholding disposition is an administrative event rather than an open-market trade.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Rowan Shannon Barrow

Role EVP, Wealth Services

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	211	$64.64	$14K

Holdings After Transaction: Common Stock — 4,912 shares (Direct, null)

Footnotes (1)

Key Figures

Tax-withholding shares: 211 shares Tax-withholding price: $64.64 per share Shares held after transaction: 4,912 shares

3 metrics

Tax-withholding shares 211 shares Common Stock delivered for tax liability

Tax-withholding price $64.64 per share Value used for 211-share disposition

Shares held after transaction 4,912 shares Direct common stock ownership post-disposition

Key Terms

Form 4, tax-withholding disposition, Common Stock, directly held shares

4 terms

Form 4 regulatory

"On this Form 4, 211 shares of common stock were disposed of"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

tax-withholding disposition financial

"reported a compensation-related share transfer. On this Form 4, 211 shares"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Common Stock financial

"211 shares of common stock were disposed of at $64.64 per share"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

directly held shares financial

"leaving Barrow with 4,912 directly held shares"

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rowan Shannon Barrow

(Last) (First) (Middle)

100 SOUTH FAIRFAX STREET

(Street)

ALEXANDRIA VIRGINIA 22314

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Burke & Herbert Financial Services Corp. [ BHRB ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Wealth Services

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/03/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/03/2026		F		211	D	$64.64	4,912	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

Remarks:

	/s/ Matthew Rucker, as Attorney-in-Fact for Shannon B. Rowan	05/04/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did BHRB executive Rowan Shannon Barrow report?

Rowan Shannon Barrow reported a tax-related share disposition of Burke & Herbert Financial Services common stock. The Form 4 shows 211 shares were delivered at $64.64 per share to satisfy tax obligations tied to equity compensation, rather than an open-market sale.

How many Burke & Herbert (BHRB) shares were disposed of for taxes?

The Form 4 shows 211 shares of Burke & Herbert Financial Services common stock were disposed of. These shares were used to pay tax liabilities associated with equity compensation, not sold on the open market, and reflect a routine administrative transaction.

What price per share was used in the BHRB tax-withholding transaction?

The tax-withholding disposition used a value of $64.64 per share for 211 Burke & Herbert Financial Services common shares. This figure represents the price applied for calculating the tax payment made in stock, according to the Form 4 disclosure.

How many BHRB shares does Rowan Shannon Barrow hold after this Form 4?

After the reported tax-withholding disposition, Rowan Shannon Barrow directly holds 4,912 shares of Burke & Herbert Financial Services common stock. This remaining stake reflects Barrow’s direct ownership following the delivery of 211 shares to cover related tax obligations.

Is the BHRB Form 4 transaction an open-market sale of shares?

No, the BHRB Form 4 transaction is not an open-market sale. It is classified as a tax-withholding disposition, meaning 211 shares were delivered to satisfy tax liabilities arising from equity compensation, a routine administrative event rather than a discretionary market trade.