Burke & Herbert (BHRB) chief exercises shares, 12,380 withheld

Rhea-AI Filing Summary

Burke & Herbert Financial Services Corp.'s president and director Charles Maddy III exercised stock-settled appreciation rights and had shares withheld for taxes. He exercised 15,934 Stock Settled Appreciation Rights at $47.47 per share into common stock, then 12,380 common shares were disposed of to cover tax obligations at $69.29 per share. After these transactions, he directly held 59,022 common shares, with additional indirect holdings of 16,884 shares via an IRA and 19,592 shares held by his spouse.

Insider Trade Summary

15,934 shares exercised/converted

Mixed 5 txns

Insider MADDY H CHARLES III

Role President

Type	Security	Shares	Price	Value
Exercise	Stock Settled Appreciation Rights	15,934	$0.00	--
Exercise	Common Stock	15,934	$47.47	$756K
Tax Withholding	Common Stock	12,380	$69.29	$858K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Stock Settled Appreciation Rights — 0 shares (Direct, null); Common Stock — 59,022 shares (Direct, null); Common Stock — 19,592 shares (Indirect, By Spouse)

Footnotes (1)

Key Figures

Rights exercised: 15,934 shares Exercise price: $47.47/share Tax withholding shares: 12,380 shares +4 more

7 metrics

Rights exercised 15,934 shares Stock Settled Appreciation Rights into common stock

Exercise price $47.47/share Exercise or conversion price of rights

Tax withholding shares 12,380 shares Shares disposed to cover tax liability

Tax withholding price $69.29/share Value used for tax-withholding disposition

Direct holdings after 59,022 shares Common stock directly owned after transactions

IRA indirect holdings 16,884 shares Common stock held indirectly via IRA

Spouse indirect holdings 19,592 shares Common stock held indirectly by spouse

Key Terms

Stock Settled Appreciation Rights, tax-withholding disposition, Exercise or conversion of derivative security, derivative security, +1 more

5 terms

Stock Settled Appreciation Rights financial

"security_title: "Stock Settled Appreciation Rights""

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.

Exercise or conversion of derivative security financial

"transaction_code_description: "Exercise or conversion of derivative security""

derivative security financial

"transaction_type: "derivative" and code description"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

indirect financial

"ownership_type: "indirect" with IRA and spouse holdings"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/29/2026 - 09:07 AM Accepted by SEC EDGAR 06/29/2026 - 09:07 AM Learn about SEC filing dates

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^*

MADDY H CHARLES III

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2026

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	06/25/2026		M		15,934	A	$47.47	59,022	D
Common Stock	06/25/2026		F		12,380	D	$69.29	46,642	D
Common Stock								19,592	I	By Spouse
Common Stock								16,884	I	By IRA

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
Stock Settled Appreciation Rights	$47.47	06/25/2026		M			15,934	02/07/2019	02/07/2029	Common Stock	15,934	$0	0	D

Explanation of Responses:

Remarks:

	/s/ Matthew Rucker, as Attorney-in-Fact for H. Charles Maddy III	06/29/2026
	** 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 transactions did BHRB president Charles Maddy report on June 25, 2026?

On June 25, 2026, Charles Maddy III exercised 15,934 Stock Settled Appreciation Rights into common stock and had 12,380 shares withheld to satisfy tax obligations. These transactions adjusted his direct holdings while reflecting routine compensation-related activity.

How many Burke & Herbert (BHRB) shares did the president acquire through option exercises?

Charles Maddy III acquired 15,934 common shares by exercising Stock Settled Appreciation Rights at a price of $47.47 per share. This derivative exercise converted previously granted rights into actual common stock as part of his equity compensation.

Were any Burke & Herbert (BHRB) shares sold on the open market in this Form 4?

The Form 4 shows a tax-withholding disposition of 12,380 shares at $69.29 per share, used to cover tax obligations. This F-code transaction reflects shares withheld by the issuer, not an open-market sale initiated by the insider.

What are Charles Maddy’s direct and indirect BHRB shareholdings after these transactions?

Following the transactions, Charles Maddy III directly held 59,022 common shares. He also had indirect ownership of 16,884 shares through an IRA and 19,592 shares held by his spouse, according to the reported holdings.

What derivative award did the BHRB president exercise and at what strike price?

He exercised 15,934 Stock Settled Appreciation Rights, a type of derivative award, at a $47.47 per-share exercise price. Each right settled in common stock, increasing his direct equity position in Burke & Herbert Financial Services Corp.

Does this BHRB Form 4 indicate any remaining derivative positions for the president?

The filing’s derivativeSummary is empty, and the Stock Settled Appreciation Rights show 0 remaining after exercise. This indicates the reported block of rights was fully exercised, with no residual position from that specific grant.