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Eastern Bankshares (NASDAQ: EBC) CIO exercises RSUs, withholds 961 shares for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Eastern Bankshares, Inc. Chief Information Officer Donald Michael Westermann exercised 2,165 restricted stock units into the same number of shares of common stock on March 3, 2026, at a stated price of $0.0000 per share. To cover tax obligations related to this award, 961 shares of common stock were disposed of at $19.4500 per share as a tax-withholding transaction.

After these transactions, he held 32,972 shares of common stock directly as of the report date, along with indirect holdings of 22,682 shares by a 401(k) and 4,921 shares by an ESOP. He also held restricted stock units that convert into common stock on a one-for-one basis, including awards originally granted on March 1, 2022, March 1, 2024, March 3, 2025, and March 2, 2026, each vesting in scheduled installments subject to continued service.

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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*
Westermann Donald Michael

(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)
Chief Information Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026
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 03/03/2026 M 2,165(1) A $0 33,933 D
Common Stock 03/03/2026 F 961 D $19.45 32,972 D
Common Stock 22,682 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) (3) (3) Common stock 9,488 9,488 D
Restricted Stock Units (1) (4) (4) Common stock 2,895 2,895 D
Restricted Stock Units (1) 03/03/2026 M 2,165 (5) (5) Common stock 2,165 $0 32,532 D
Restricted Stock Units (1) (6) (6) Common stock 7,099 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. 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.
4. On March 1, 2024, the reporting person was granted 8,683 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.
5. 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, after market close, 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.
6. 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.
/s/ Kathleen R. Henry, by Power of Attorney 03/05/2026
** 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 EBC's CIO report on this Form 4?

Eastern Bankshares CIO Donald Michael Westermann exercised 2,165 restricted stock units into 2,165 common shares and disposed of 961 common shares for tax withholding at $19.4500 per share, all dated March 3, 2026, in a derivative exercise and related tax transaction.

How many Eastern Bankshares (EBC) shares does the CIO hold after the Form 4 transactions?

After the reported transactions, the CIO directly held 32,972 shares of Eastern Bankshares common stock. He also had indirect beneficial ownership of 22,682 shares through a 401(k) plan and 4,921 shares through an ESOP, as of the date of the report.

What price was used for the EBC tax-withholding share disposition on this Form 4?

The tax-withholding disposition involved 961 shares of Eastern Bankshares common stock at $19.4500 per share. This transaction was coded “F,” indicating payment of tax liability by delivering securities instead of an open-market sale, according to the Form 4 transaction description.

How do Eastern Bankshares (EBC) restricted stock units held by the CIO convert?

The restricted stock units reported convert into Eastern Bankshares common stock on a one-for-one basis. Vested shares from grants made in 2022, 2024, 2025, and 2026 will be issued to the reporting person as soon as practicable after each vesting date, subject to continued service.

What future vesting schedules affect the CIO’s Eastern Bankshares (EBC) RSUs?

The CIO holds several RSU grants with scheduled vesting. Awards from March 1, 2022 vest in five annual installments, the March 1, 2024 grant in three installments, the March 3, 2025 grant in both three-installment and three-year tranches, and the March 2, 2026 grant in three annual installments.

Are the Eastern Bankshares (EBC) Form 4 transactions open-market buys or sells?

The Form 4 shows a derivative exercise and a tax-withholding disposition, not open-market trades. Code M reflects the exercise or conversion of derivative securities, and code F reflects payment of tax liability by delivering shares, rather than discretionary market purchases or sales.
Eastern Bankshares, Inc.

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4.27B
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Banks - Regional
Savings Institution, Federally Chartered
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United States
BOSTON