Brookline Bancorp Co-CEO Disposes 17,294 Vested Shares Post-Merger

Rhea-AI Filing Summary

Michael W. McCurdy, Co-President & COO and director of Brookline Bancorp, Inc. (BRKL), reported multiple dispositions of common stock on 08/25/2025. The Form 4 shows four sales totaling 17,294 shares at a price of $11.03 per share. After these transactions his reported direct beneficial ownership is 83,357 shares and he also holds 1,623 shares indirectly through an ESOP. The filing explains that performance-based restricted shares vested under the company’s 2021 Stock Option and Incentive Plan as part of the Agreement and Plan of Merger with Berkshire Hills Bancorp, Inc., which triggered the shares becoming eligible for disposition.

Positive

• Performance-based restricted shares vested under the 2021 Stock Option and Incentive Plan as part of the merger, providing transparent context for the sales
• Complete Section 16 disclosure showing transaction dates, quantities, and price, satisfying reporting requirements

Negative

• Insider dispositions totaling 17,294 shares reduced direct beneficial ownership, which may be viewed unfavorably by some investors
• Sales generated approximately $190,725.82 gross proceeds at $11.03 per share, representing realized insider liquidity

Insights

Financial Analyst

TL;DR: Insider sold 17,294 vested shares at $11.03; transaction appears tied to merger-related vesting, implying routine post-vesting liquidity.

The disposals amount to $190,725.82 in gross proceeds (17,294 shares at $11.03). The filing identifies the shares as performance-based restricted stock that vested under the 2021 plan pursuant to the merger agreement, indicating the sales followed a corporate transaction event rather than an unexpected corporate development. For investors this is a disclosed insider sale reducing direct ownership to 83,357 shares with an additional 1,623 shares held indirectly via ESOP. No derivative transactions or additional compensatory awards are reported on this Form 4.

Corporate Governance Expert

TL;DR: Vesting and subsequent sales are documented and attributed to merger-driven vesting; disclosure appears complete on Form 4.

The Form 4 identifies the nature of the shares as performance-based restricted stock vested under the Agreement and Plan of Merger with Berkshire Hills Bancorp, Inc., which provides clear corporate context for the transactions. The filing lists the relationship of the reporting person as Co-President & COO and director and includes an ESOP indirect holding. From a governance perspective, the filing meets Section 16 reporting requirements by documenting timing, quantities, and price for each disposition. The filing does not indicate any non-compliance, amendments, or additional related-party arrangements beyond the merger vesting explanation.

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
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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^*

McCurdy Michael W.

(Last) (First) (Middle)

131 CLARENDON STREET

(Street)

BOSTON MA 02116

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BROOKLINE BANCORP INC [ BRKL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-President & COO

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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	08/25/2025		F		5,905(1)	D	$11.03	94,746	D
Common	08/25/2025		F		1,969	D	$11.03	92,777	D
Common	08/25/2025		F		5,068	D	$11.03	87,709	D
Common	08/25/2025		F		4,352	D	$11.03	83,357	D
Common								83,357	D
Common								1,623	I	By ESOP

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:

1. Performance based restricted stock shares granted pursuant to the Brookline Bancorp, Inc. 2021 Stock Option and Incentive Plan. The shares vested pursuant to the terms of the Agreement and Plan of Merger by and among Berkshire Hills Bancorp, Inc., Commerce Acquisition Sub, Inc., and Brookline Bancorp, Inc.

Remarks:

	Michael W. McCurdy, by Marissa S. Martin, P.O.A.	08/27/2025
	** 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).
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FAQ

What shares did Michael W. McCurdy sell in the BRKL Form 4?

He sold four lots totaling 17,294 common shares on 08/25/2025 at a price of $11.03 per share.

How many BRKL shares does McCurdy beneficially own after the transactions?

Direct ownership: 83,357 shares. Indirect ownership via ESOP: 1,623 shares.

Why were the shares eligible for sale according to the filing?

The shares were performance-based restricted stock that vested pursuant to the Brookline Bancorp, Inc. 2021 Stock Option and Incentive Plan as part of the Agreement and Plan of Merger with Berkshire Hills Bancorp, Inc.

When were the Form 4 transactions reported?

Transaction date: 08/25/2025. Form signed (by P.O.A.): 08/27/2025.

How much gross proceeds did the insider sales generate?

Approximately $190,725.82 (17,294 shares multiplied by $11.03 per share).