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Burke & Herbert SEC Filings

BHRB NASDAQ

Welcome to our dedicated page for Burke & Herbert SEC filings (Ticker: BHRB), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

This page provides access to U.S. Securities and Exchange Commission filings for Burke & Herbert Financial Services Corp. (NASDAQ: BHRB), the Virginia-incorporated financial holding company for Burke & Herbert Bank & Trust Company. Through these documents, investors can review the company’s detailed financial statements, risk disclosures, capital information, and material corporate events.

Burke & Herbert files annual reports on Form 10-K and quarterly reports on Form 10-Q, which include audited and unaudited financial statements, management’s discussion and analysis, descriptions of its community and commercial banking operations, and discussions of credit quality, liquidity, and regulatory capital ratios. Current reports on Form 8-K disclose significant events, such as quarterly earnings releases, dividend declarations, employment agreements with senior executives, and merger-related developments.

For example, 8-K filings describe the completion of the merger with Summit Financial Group, Inc. and the entry into an Agreement and Plan of Merger with LINKBANCORP, Inc., under which LINKBANCORP will merge with and into Burke & Herbert Financial Services Corp., followed by the merger of LINKBANK into Burke & Herbert Bank & Trust Company. Other 8-Ks summarize quarterly results and board actions on regular cash dividends, as well as amended and restated employment agreements with the Chief Executive Officer and Chief Financial Officer.

On Stock Titan, Burke & Herbert’s SEC filings are updated in near real time as they appear on the EDGAR system. AI-powered summaries help explain lengthy documents by highlighting key points such as changes in net interest income, loan and deposit trends, capital ratios, and notable risk factor updates. Users can also review insider and executive-related disclosures contained in certain filings, including compensation and employment arrangements, to better understand governance and incentive structures at BHRB.

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Burke & Herbert Financial Services Corp. Chief Operating Officer Joseph Hager reported an equity award of 1,320 shares of common stock in the form of time-based restricted stock units. The award was granted at a price of $0.0000 per share and is classified as a grant or other acquisition.

The RSUs will vest in three equal annual installments, conditioned on his continued employment through each vesting date, and each unit will be settled in one share of common stock. Following this grant, Hager directly owns 7,493 common shares, and he also has indirect ownership of 1,317 shares through an IRA.

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TISSUE ROBERT S reported acquisition or exercise transactions in this Form 4 filing.

Burke & Herbert Financial Services Corp. executive vice president of financial strategy Robert S. Tissue reported receiving an equity award tied to company stock. He was granted 1,550 time-based restricted stock units that vest in three equal annual installments, each settling into one share of common stock.

After this grant, he directly holds 52,290 common shares. The filing also notes 373 common shares held indirectly through his spouse, reflecting household exposure to the stock rather than an open-market purchase or sale.

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Rowan Shannon Barrow reported acquisition or exercise transactions in this Form 4 filing.

Burke & Herbert Financial Services Corp. executive Rowan Shannon Barrow, EVP of Wealth Services, received an equity award in the form of 1,000 time-based restricted stock units of common stock. The award vests in three equal annual installments, conditioned on continued employment through each vesting date.

Each restricted stock unit will be settled in one share of Burke & Herbert Financial Services Corp. common stock when it vests, increasing Barrow’s direct equity stake over time. Following this grant, Barrow directly holds 5,060 shares of the company’s common stock.

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Burke & Herbert Financial Services Corp. president and director H. Charles Maddy III reported equity transactions in company stock. On February 10, 2026, he exercised 15,616 stock-settled appreciation rights at $43.33 per share into common stock. A separate transaction coded F on the same date shows the disposition of 11,537 common shares at $69.62 per share, leaving 44,629 common shares owned directly.

In addition, he reports indirect ownership of 19,592 common shares held by his spouse and 16,884 common shares held in an IRA. A footnote clarifies that this IRA position reflects a corrected rollover amount of 16,884 shares from a prior employee stock ownership plan distribution.

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Burke & Herbert Financial Services Corp. plans to acquire LINKBANCORP, Inc. in an all‑stock merger. LNKB shareholders will receive 0.1350 shares of Burke & Herbert common stock for each LNKB share, with cash paid instead of fractional shares.

Based on recent Nasdaq prices cited, this values LNKB at about $8.56–$9.38 per share, or roughly $323–$354 million in aggregate. Burke & Herbert expects to issue approximately 5.1 million shares, after which former LNKB holders are estimated to own about 25% of the combined company and existing Burke & Herbert shareholders about 75%.

Special virtual shareholder meetings for both companies are scheduled for March 25, 2026, where each will vote on the merger and a possible adjournment. Both boards unanimously recommend voting “FOR” their respective merger and adjournment proposals. The transaction is intended to qualify as a tax‑free reorganization for U.S. federal income tax purposes, except for cash received in lieu of fractional shares. Neither Burke & Herbert nor LNKB shareholders have appraisal or dissenters’ rights in connection with the merger.

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Burke & Herbert Financial Services Corp. officer Patrick K. Huffman filed an amended insider trading report to correct a previous mistake. The earlier filing incorrectly showed an award of 950 time-vested restricted stock units as if they had already been granted.

The explanation clarifies that this RSU award will not be effective until May 3, 2026, and the units vest in three annual installments beginning on that date. As of January 22, 2026, Huffman beneficially owned 1,000 shares of common stock, which is what the updated Form 4/A reflects.

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Burke & Herbert Financial Services Corp. officer Robert V. Hintelmann, Jr., Chief Credit Officer, filed an amended insider transaction report to correct a prior error. A previously reported award of 2,850 time-vested restricted stock units was mistakenly shown as if already granted.

The explanation clarifies that this RSU award will not be effective until May 3, 2026. As of January 22, 2026, the reporting person beneficially owned 3,500 shares of common stock directly, with no effective change in actual ownership from a true transaction.

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Burke & Herbert Financial Services Corp. announced that H. Charles Maddy III will retire as President and will not stand for re-election as a director at the 2026 annual meeting, with his retirement effective June 30, 2026. The company states his decision is not due to any disagreement over operations or policies, and he will remain a director of Burke & Herbert Bank & Trust Company and Chair of the Burke & Herbert Bank Foundation.

The board anticipates appointing Executive Vice President and CFO Roy E. Halyama as successor President of both the company and the bank after the 2026 annual meeting. The Compensation Committee also approved a new 2026 incentive plan with annual cash and long-term equity incentives for leadership. For 2026, target incentives as a percentage of base salary are 80% short-term and 120% long-term for David P. Boyle, 70% and 90% for Halyama, and 100% short-term and 0% long-term for Maddy.

The annual plan ties payouts to fully diluted EPS (35% weight), ROE on a GAAP basis (30%), non-performing assets (15%), and customer service/NPS plus strategic and individual goals (20). Long-term awards are an equal mix of time-based RSUs and performance-based RSUs, with potential share awards for Boyle of 9,740 RSUs and 0–19,480 PRSUs depending on results, and for Halyama of 3,650 RSUs and 0–7,300 PRSUs.

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Burke & Herbert Financial Services Corp. plans an all-stock acquisition of LINKBANCORP, Inc. in a bank holding company merger. LNKB shareholders would receive 0.1350 shares of Burke & Herbert common stock for each LNKB share, with cash paid only in lieu of fractional shares. Based on Burke & Herbert’s $69.45 Nasdaq closing price on December 17, 2025, the exchange ratio implied approximately $9.38 per LNKB share, or about $354.2 million in aggregate consideration.

After closing, LNKB will cease to exist as a public company and LINKBANK will merge into Burke & Herbert Bank & Trust Company. Former LNKB shareholders are expected to own about 25% of the combined company, with existing Burke & Herbert shareholders owning about 75%. Both companies will hold virtual special meetings in 2026 to vote on the merger and related adjournment proposals. Neither set of shareholders has appraisal or dissenters’ rights. The merger is intended to qualify as a tax-free reorganization for U.S. federal income tax purposes, except for cash received instead of fractional shares, and remains subject to shareholder and regulatory approvals.

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FAQ

What is the current stock price of Burke & Herbert (BHRB)?

The current stock price of Burke & Herbert (BHRB) is $65.77 as of March 3, 2026.

What is the market cap of Burke & Herbert (BHRB)?

The market cap of Burke & Herbert (BHRB) is approximately 983.5M.

BHRB Rankings

BHRB Stock Data

983.53M
13.29M
Banks - Regional
National Commercial Banks
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