Brookline Bancorp (BRKL) Officer Reports Vesting and Dispositions

Rhea-AI Filing Summary

Brookline Bancorp, Inc. (BRKL) Form 4: Reporting person Janytra M. Brooks, identified as Chief Human Resources Officer and Director, reported multiple transactions dated 08/25/2025. The filing lists a series of dispositions at a price of $11.03 per share, with individual reported amounts of 2,294, 765, 2,611, and 1,741 shares resulting in reported beneficial ownership of 36,911 shares (direct) after the transactions and 231 shares indirectly held via an ESOP. The form includes an explanatory note stating these were performance-based restricted stock shares granted under the company’s 2021 plan that vested pursuant to the Agreement and Plan of Merger among Berkshire Hills Bancorp, Inc., Commerce Acquisition Sub, Inc., and Brookline Bancorp, Inc. The filing is signed by power of attorney on 08/27/2025.

Positive

• Vesting occurred for performance-based restricted stock under the 2021 Stock Option and Incentive Plan, as disclosed in the explanation
• Post-transaction beneficial ownership is clearly reported: 36,911 shares direct and 231 shares indirect via ESOP

Negative

• Multiple dispositions were reported on 08/25/2025, reducing the reporting person’s direct holdings
• All reported transactions were dispositions at a single price ($11.03), indicating a reduction in holdings rather than accumulation

Insights

Securities Analyst

TL;DR Routine insider dispositions following vesting of performance awards; no new securities acquired and holdings reduced to disclosed post-transaction levels.

The Form 4 shows multiple reported dispositions on 08/25/2025 at a uniform price of $11.03 resulting in a direct beneficial holding of 36,911 shares and 231 shares indirectly via an ESOP. The explanatory note clarifies these were performance-based restricted stock grants that vested under the company’s 2021 plan in connection with a merger agreement. From a securities perspective, these are standard insider reportable transactions tied to vesting events rather than new compensatory grants. The filing does not disclose proceeds, tax withholding details, or any plan-specific payout calculations.

Corporate Governance Expert

TL;DR Disclosure aligns with Form 4 requirements; transaction appears connected to vested awards under merger terms.

The reporting person is identified as both an officer (Chief Human Resources Officer) and a director. The filing documents multiple dispositions with a clear explanatory statement that links vesting to the Agreement and Plan of Merger. The Form is signed by a power of attorney on 08/27/2025, which is consistent with authorized filing practice. The report does not include any amendments or indications of special arrangements beyond the merger-driven vesting disclosure.

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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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^*

Brooks Janytra M

(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)
	Chief Human Resources Officer

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		2,294(1)	D	$11.03	42,028	D
Common	08/25/2025		F		765	D	$11.03	41,263	D
Common	08/25/2025		F		2,611	D	$11.03	38,652	D
Common	08/25/2025		F		1,741	D	$11.03	36,911	D
Common								36,911	D
Common								231	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:

	Janytra M. Brooks, by Marissa S. Martin, POA	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).
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 transactions does the BRKL Form 4 report show?

The Form 4 reports multiple dispositions on 08/25/2025 at a price of $11.03 per share with amounts of 2,294, 765, 2,611, and 1,741 shares.

Who filed the Form 4 for BRKL and what is their role?

The reporting person is Janytra M. Brooks, identified as Chief Human Resources Officer and a Director of Brookline Bancorp, Inc.

How many shares does the reporting person own after the reported transactions?

The filing shows 36,911 shares beneficially owned directly after the transactions and 231 shares indirectly held via an ESOP.

Why were the shares disposed of according to the Form 4?

The explanatory note states the shares were performance-based restricted stock that vested pursuant to the Brookline Bancorp, Inc. 2021 Stock Option and Incentive Plan and the Agreement and Plan of Merger.

When was the Form 4 signed and by whom?

The Form 4 is signed by Janytra M. Brooks, by Marissa S. Martin, POA with a signature date of 08/27/2025.