Burke & Herbert (BHRB) CFO surrenders shares to cover tax obligations

Rhea-AI Filing Summary

Burke & Herbert Financial Services Corp. Executive Vice President and Chief Financial Officer Roy Eugene Halyama reported a tax-related share disposition in company common stock. On this Form 4, 2,649 shares were surrendered at a value of $64.64 per share to cover tax obligations rather than being sold on the open market. After this non-market tax-withholding transaction, he directly holds 21,054 shares of Burke & Herbert common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Halyama Roy Eugene

Role EVP, Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	2,649	$64.64	$171K

Holdings After Transaction: Common Stock — 21,054 shares (Direct, null)

Footnotes (1)

Key Figures

Tax-withheld shares: 2,649 shares Implied share value: $64.64 per share Shares held after transaction: 21,054 shares

3 metrics

Tax-withheld shares 2,649 shares Common Stock delivered for tax liability on 2026-05-03

Implied share value $64.64 per share Value used for tax-withholding disposition

Shares held after transaction 21,054 shares Direct holdings of CFO following Form 4 transaction

Key Terms

tax-withholding disposition, Common Stock, Form 4, Payment of exercise price or tax liability by delivering securities

4 terms

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

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

""security_title": "Common Stock""

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.

Form 4 regulatory

"INSIDER FILING DATA (Form 4)"

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.

Payment of exercise price or tax liability by delivering securities financial

""transaction_code_description": "Payment of exercise price or tax liability by delivering securities""

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^*

Halyama Roy Eugene

(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, Chief Financial Officer

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		2,649	D	$64.64	21,054	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 Roy E. Halyama	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 CFO Roy Eugene Halyama report?

Roy Eugene Halyama reported a tax-withholding disposition of 2,649 shares of Burke & Herbert common stock. The shares were surrendered at $64.64 per share to cover tax liabilities, not sold in an open-market transaction.

Was the BHRB CFO’s Form 4 transaction an open-market sale of shares?

No, the Form 4 shows a tax-withholding disposition coded “F,” meaning shares were delivered to satisfy tax obligations. This type of transaction is not an open-market sale and typically reflects routine compensation-related activity.

How many BHRB shares did the CFO dispose of for taxes and at what price?

The CFO disposed of 2,649 shares of Burke & Herbert common stock through tax withholding at a value of $64.64 per share. These shares were used to pay tax liabilities associated with equity compensation.

How many Burke & Herbert (BHRB) shares does the CFO hold after this Form 4 transaction?

After the tax-withholding disposition, Roy Eugene Halyama directly holds 21,054 shares of Burke & Herbert common stock. This remaining position shows he continues to maintain a substantial direct equity stake in the company.

What does transaction code “F” mean on the BHRB CFO’s Form 4 filing?

Transaction code “F” indicates a payment of exercise price or tax liability by delivering securities. For BHRB, it shows the CFO surrendered shares to cover taxes on equity compensation, rather than selling shares in the open market.