Burke & Herbert (BHRB) CFO reports 829 RSU vesting, 443-share disposal

Rhea-AI Filing Summary

Burke & Herbert Financial Services Corp. executive Roy Eugene Halyama, EVP and Chief Financial Officer, reported routine equity compensation activity. On January 19, 2026, 829 restricted stock units vested and converted into 829 shares of common stock at an exercise price of $0, increasing his directly held stake to 14,512 common shares.

On the same date, he disposed of 443 common shares at a price of $64.67 per share, leaving him with 14,069 common shares held directly after the transactions. The underlying restricted stock unit award of 829 units, originally granted on January 19, 2023 and scheduled to vest on January 19, 2026, is now fully converted, with 0 restricted stock units remaining.

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

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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 VA 22314

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/19/2026

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

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

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

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	01/19/2026		M		829	A	(1)	14,512	D
Common Stock	01/19/2026		F		443	D	$64.67	14,069	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
Restricted Stock Units	(1)	01/19/2026		M			829	(2)	01/19/2026	Common Stock	829	$0	0	D

Explanation of Responses:

1. Restricted stock units convert into common stock on a one-for-one basis.

2. On January 19, 2023, the reporting person was granted 829 restricted stock units, vesting on January 19, 2026, assuming continued service at that time.

Remarks:

	/s/ Matthew Rucker, as Attorney-in-Fact for Roy E. Halyama	01/22/2026
	** 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.

FAQ

What insider transaction did BHRB EVP, CFO Roy Eugene Halyama report?

EVP and Chief Financial Officer Roy Eugene Halyama reported the vesting and conversion of 829 restricted stock units into common stock on January 19, 2026, along with a related disposition of common shares.

How many Burke & Herbert (BHRB) shares did the CFO acquire through RSU vesting?

On January 19, 2026, the CFO acquired 829 shares of common stock upon the vesting and conversion of 829 restricted stock units at an exercise price of $0 per share.

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

On January 19, 2026, he disposed of 443 shares of common stock at a price of $64.67 per share, as reported under transaction code F.

What is Roy Eugene Halyamas BHRB share ownership after the reported transactions?

Following the January 19, 2026 transactions, Roy Eugene Halyama directly owned 14,069 shares of Burke & Herbert common stock.

What happened to the restricted stock units reported in the BHRB Form 4?

The 829 restricted stock units granted on January 19, 2023, which were scheduled to vest on January 19, 2026, vested and converted into 829 common shares, leaving 0 restricted stock units beneficially owned afterward.

What is the relationship of the reporting person to Burke & Herbert Financial Services Corp. (BHRB)?

The reporting person, Halyama Roy Eugene, is an officer of Burke & Herbert Financial Services Corp., serving as EVP, Chief Financial Officer, and is not listed as a director or 10% owner.