Equity awards and tax-share withholdings for Eastern Bankshares (EBC) counsel

Rhea-AI Filing Summary

Eastern Bankshares, Inc. Executive VP and General Counsel Kathleen Cloherty reported a series of equity compensation transactions involving restricted stock units (RSUs) and common stock. RSUs convert into common stock on a one-for-one basis, with vesting tied to continued service and, for some awards, to performance.

On March 2, 2026, she was granted 7,099 RSUs that vest in three equal annual installments beginning March 2, 2027. On March 1, 2026, multiple RSU awards were exercised or converted into 16,961 shares of common stock, and she received an additional 5,520 shares as a grant. To satisfy tax obligations, 7,664 and 2,449 shares of common stock were withheld at a price of 19.5600 per share. Footnotes show a performance-based RSU award paid out at 93.1% of target total shareholder return, and the report also lists indirect holdings through a 401(k) and an ESOP.

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^*

Henry Kathleen Cloherty

(Last) (First) (Middle)

125 HIGH STREET

(Street)

BOSTON MA 02110

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Eastern Bankshares, Inc. [ EBC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP, General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		M		16,961(1)	A	$0	43,574	D
Common Stock	03/01/2026		F		7,664	D	$19.56	35,910	D
Common Stock	03/01/2026		A		5,520(9)	A	$0	41,430	D
Common Stock	03/01/2026		F		2,449	D	$19.56	38,981	D
Common Stock								28,620	I(2)	By 401(k)
Common Stock								4,921	I(2)	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
Restricted Stock Units	(1)	03/01/2026		M			9,488	(4)	(4)	Common stock	9,488	$0	9,488	D
Restricted Stock Units	(1)	03/01/2026		M			1,977	(5)	(5)	Common stock	1,977	$0	0	D
Restricted Stock Units	(1)	03/01/2026		M			5,496	(6)	(6)	Common stock	5,496	$0	5,498	D
Restricted Stock Units	(1)							(7)	(7)	Common stock	34,697		34,697	D
Restricted Stock Units	(3)	03/02/2026		A		7,099		(8)	(8)	Common stock	7,099	$0	7,099	D

Explanation of Responses:

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

2. Reflects the amount of shares beneficially owned, including shares received due to automatic dividend reinvestment, as of the date of this report.

3. Each restricted stock unit represents a contingent right to receive one share of EBC common stock on the applicable vesting date.

4. On March 1, 2022, the reporting person was granted 47,438 restricted stock units that vest in five equal annual installments beginning March 1, 2023, subject to continued service. Vested shares will be issued to the reporting person as soon as practicable after the vesting date.

5. On March 1, 2023, the reporting person was granted 5,930 restricted stock units that vest in three equal annual installments beginning March 1, 2024, subject to continued service. Vested shares will be issued to the reporting person as soon as practicable after the vesting date.

6. On March 1, 2024, the reporting person was granted 16,490 restricted stock units that vest in three equal annual installments beginning March 1, 2025, subject to continued service. Vested shares will be issued to the reporting person as soon as practicable after the vesting date.

7. On March 3, 2025, the reporting person was granted 34,697 restricted stock units of which 6,497 vest in three equal annual installments beginning March 3, 2026 and 28,200 vest after 3 years, subject to continued service. Vested shares will be issued to the reporting person as soon as practicable after the vesting date.

8. On March 2, 2026, the reporting person was granted 7,099 restricted stock units that vest in three equal annual installments beginning March 2, 2027, subject to continued service. Vested shares will be issued to the reporting person as soon as practicable after the vesting date.

9. Represents shares of Eastern Bankshares, Inc. (the "Company") common stock, par value $0.01 per share ("Common Stock") received upon vesting of a performance restricted stock unit ("PRSU") award eligible to vest based upon the Company's performance on total shareholder return ("TSR") measured at the end of the three-year performance period of January 1, 2023 through December 31, 2025 (the "Performance Period") relative to TSR performance over that performance period of the banks listed on the KBW Nasdaq Regional Banking Index (the "TSR Measure"). The Compensation and Human Capital Management Committee determined that the Company's performance of the TSR Measure resulted in a payout of 93.1% of target.

	/s/ Kathleen R. Henry, by Power of Attorney	03/03/2026
	** 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 transactions did Kathleen Cloherty report for Eastern Bankshares (EBC)?

Kathleen Cloherty reported equity compensation activity, including RSU grants, RSU conversions into common stock, and share dispositions for tax withholding. The filing details several awards that vest over time, reflecting ongoing long-term incentive compensation rather than open-market share purchases or sales.

What new restricted stock unit grants did Eastern Bankshares (EBC) report for Kathleen Cloherty?

The filing shows a grant of 7,099 restricted stock units on March 2, 2026. These RSUs vest in three equal annual installments beginning March 2, 2027, subject to continued service, and each unit represents the right to receive one share of Eastern Bankshares common stock at vesting.

How many Eastern Bankshares (EBC) common shares came from RSU exercises in this Form 4?

On March 1, 2026, RSU exercises or conversions resulted in 16,961 shares of Eastern Bankshares common stock. The RSUs convert into common stock on a one-for-one basis, reflecting previously granted awards reaching vesting or performance conditions and being settled in shares.

Were any Eastern Bankshares (EBC) shares disposed of for tax withholding in this filing?

Yes. The filing reports 7,664 and 2,449 shares of Eastern Bankshares common stock disposed of under code F. These transactions reflect shares withheld to cover exercise price or tax liabilities at a reported price of 19.5600 per share, not open-market sales.

Does the Eastern Bankshares (EBC) Form 4 include performance-based RSUs for Kathleen Cloherty?

Yes. A footnote explains that certain shares came from a performance RSU award tied to total shareholder return from January 1, 2023 through December 31, 2025. The Compensation and Human Capital Management Committee determined the payout at 93.1% of the target level.

What indirect Eastern Bankshares (EBC) holdings for Kathleen Cloherty are reported?

The Form 4 lists indirect ownership of Eastern Bankshares common stock through a 401(k) plan and an employee stock ownership plan. As of the report date, holdings include 28,620 shares by a 401(k) and 4,921 shares by an ESOP, separate from directly held shares.