Is the 1,000-share award to James P. Geary II an open-market purchase of BHRB stock?

No, the 1,000 shares are a grant of restricted stock units at a price of $0.00 per share. They represent stock-based compensation for director service, not an open-market buy or sell transaction in Burke & Herbert shares.

BHRB director granted 1,000 restricted stock units

Geary James P II reported acquisition or exercise transactions in this Form 4 filing.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)How Sentiment works

Sentiment and the balance of points

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Form Type

Rhea-AI Filing Summary

Geary James P II reported acquisition or exercise transactions in this Form 4 filing.

Burke & Herbert Financial Services Corp. director James P. Geary II received an award of 1,000 shares of common stock in the form of restricted stock units for his board service. These units vest on the first anniversary of the grant date, subject to continued service and meeting attendance requirements.

After this award, Geary directly holds 34,468 common shares, with additional indirect holdings of 3,637 shares through his spouse and 12,607 shares through the JPG Trust.

Insider Trade Summary

Grant/Award: 1,000 shares

Grant/Award 3 txns

Insider Geary James P II

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,000	$0.00	$0.00
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 34,468 shares (Direct); Common Stock — 12,607 shares (Indirect, JPG Trust); Common Stock — 3,637 shares (Indirect, By Spouse)

Footnotes (1)

F1. Restricted stock units awarded for service as a director. The units vest on the first anniversary of the grant date, subject to continued service and satisfaction of attendance requirements.

Key Figures

RSU grant: 1,000 shares Direct holdings after grant: 34,468 shares Indirect spouse holdings: 3,637 shares +2 more

5 metrics

RSU grant 1,000 shares Restricted stock units awarded for service as a director

Direct holdings after grant 34,468 shares Common stock directly held following RSU award

Indirect spouse holdings 3,637 shares Common stock held indirectly through spouse

Indirect trust holdings 12,607 shares Common stock held indirectly through JPG Trust

Grant price per share $0.00 per share Price for the 1,000-share restricted stock unit award

Key Terms

Restricted stock units, grant/award acquisition, indirect ownership, By Spouse, +1 more

5 terms

Restricted stock units financial

"Restricted stock units awarded for service as a director."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

grant/award acquisition financial

"transaction_action: grant/award acquisition for 1,000 shares."

indirect ownership financial

"ownership_type marked as indirect for spouse and JPG Trust holdings."

By Spouse financial

"nature_of_ownership labeled By Spouse for 3,637 shares."

JPG Trust financial

"nature_of_ownership labeled JPG Trust for 12,607 shares."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Burke & Herbert (BHRB) director James P. Geary II receive in this Form 4?

James P. Geary II received 1,000 shares of Burke & Herbert common stock as restricted stock units for board service. The units are compensation, not open-market purchases, and reflect equity-based pay rather than a trading decision.

When do James P. Geary II’s new restricted stock units in BHRB vest?

The 1,000 restricted stock units vest on the first anniversary of the grant date. Vesting is conditioned on Geary’s continued service as a director and satisfaction of board meeting attendance requirements during that period.

How many Burke & Herbert (BHRB) shares does James P. Geary II hold after this filing?

Following the award, Geary directly holds 34,468 Burke & Herbert common shares. He also has indirect holdings of 3,637 shares through his spouse and 12,607 shares through the JPG Trust, as disclosed in the Form 4.

What conditions apply to James P. Geary II’s restricted stock units in BHRB?

The restricted stock units vest only if Geary continues serving as a director and satisfies attendance requirements. If these conditions are not met before the first anniversary of the grant date, the units may not fully vest into common shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/22/2026 - 11:23 AM EDT

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^*

Geary James P II

(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
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/19/2026

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)
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	06/19/2026		A		1,000⁽¹⁾	A	$0	34,468	D
Common Stock								12,607	I	JPG Trust
Common Stock								3,637	I	By Spouse

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)

Explanation of Responses:

1. Restricted stock units awarded for service as a director. The units vest on the first anniversary of the grant date, subject to continued service and satisfaction of attendance requirements.

Remarks:

	/s/ Matthew Rucker, as Attorney-in-Fact for James P. Geary II	06/22/2026
	** 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)

Source: View Original Filing on SEC EDGAR