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Eastern Bankshares (NASDAQ: EBC) chair logs RSU grant, tax share disposals

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

Rhea-AI Filing Summary

Eastern Bankshares, Inc. Executive Chair Robert Francis Rivers reported multiple equity compensation transactions. On March 2, 2026, he received a grant of 33,301 restricted stock units (RSUs), which, according to the award terms, vest in three equal annual installments beginning March 2, 2027, subject to continued service. RSUs convert into common stock on a one-for-one basis.

On March 1, 2026, he exercised previously granted RSUs into 47,492 shares of common stock, and shares were automatically withheld to cover taxes, with 16,893 and 11,019 shares of common stock disposed of at $19.5600 per share. Following these transactions, he directly held 452,486 shares of common stock, including 200,000 shares in joint tenancy with his spouse, plus indirect ownership of 4,921 shares through an ESOP. Footnotes state he also continues to hold multiple RSU awards, including performance-based units that paid out at 93.1% of target based on total shareholder return over a three-year period.

Positive

  • None.

Negative

  • None.
Insider Rivers Robert Francis
Role Executive Chair
Type Security Shares Price Value
Grant/Award Restricted Stock Units 33,301 $0.00 --
Exercise Restricted Stock Units 21,347 $0.00 --
Exercise Restricted Stock Units 10,610 $0.00 --
Exercise Restricted Stock Units 15,535 $0.00 --
Exercise Common Stock 47,492 $0.00 --
Tax Withholding Common Stock 16,893 $19.56 $330K
Grant/Award Common Stock 29,632 $0.00 --
Tax Withholding Common Stock 11,019 $19.56 $216K
holding Restricted Stock Units -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 33,301 shares (Direct); Common Stock — 450,766 shares (Direct); Common Stock — 4,921 shares (Indirect, By ESOP)
Footnotes (1)
  1. Restricted stock units convert into common stock on a one-for-one basis. Includes 200,000 shares held in joint tenancy with spouse. Reflects the amount of shares beneficially owned, including shares received due to automatic dividend reinvestment, as of the date of this report. Each restricted stock unit represents a contingent right to receive one share of EBC common stock on the applicable vesting date. On March 1, 2022, the reporting person was granted 106,736 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. On March 1, 2023, the reporting person was granted 31,829 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. On March 1, 2024, the reporting person was granted 46,604 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. On March 3, 2025, the reporting person was granted 33,671 restricted stock units that vest in three equal annual installments beginning March 3, 2026, subject to continued service. Vested shares will be issued to the reporting person as soon as practicable after the vesting date. On March 2, 2026, the reporting person was granted 33,301 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. 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.
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*
Rivers Robert Francis

(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Chair
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 47,492(1) A $0 450,766 D
Common Stock 03/01/2026 F 16,893 D $19.56 433,873 D(2)
Common Stock 03/01/2026 A 29,632(10) A $0 463,505 D
Common Stock 03/01/2026 F 11,019 D $19.56 452,486 D(2)
Common Stock 4,921 I(3) 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 21,347 (5) (5) Common stock 21,347 $0 21,348 D
Restricted Stock Units (1) 03/01/2026 M 10,610 (6) (6) Common stock 10,610 $0 0 D
Restricted Stock Units (1) 03/01/2026 M 15,535 (7) (7) Common stock 15,535 $0 15,535 D
Restricted Stock Units (1) (8) (8) Common stock 33,671 33,671 D
Restricted Stock Units (4) 03/02/2026 A 33,301 (9) (9) Common stock 33,301 $0 33,301 D
Explanation of Responses:
1. Restricted stock units convert into common stock on a one-for-one basis.
2. Includes 200,000 shares held in joint tenancy with spouse.
3. Reflects the amount of shares beneficially owned, including shares received due to automatic dividend reinvestment, as of the date of this report.
4. Each restricted stock unit represents a contingent right to receive one share of EBC common stock on the applicable vesting date.
5. On March 1, 2022, the reporting person was granted 106,736 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.
6. On March 1, 2023, the reporting person was granted 31,829 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.
7. On March 1, 2024, the reporting person was granted 46,604 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.
8. On March 3, 2025, the reporting person was granted 33,671 restricted stock units that vest in three equal annual installments beginning March 3, 2026, subject to continued service. Vested shares will be issued to the reporting person as soon as practicable after the vesting date.
9. On March 2, 2026, the reporting person was granted 33,301 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.
10. 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).
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FAQ

What equity transactions did EBC Executive Chair Robert Rivers report on this Form 4?

Robert Rivers reported RSU grants, RSU exercises into common stock, and share dispositions for tax withholding. The activity reflects routine equity compensation events rather than open-market buying or selling of Eastern Bankshares, Inc. common stock.

How many restricted stock units did Robert Rivers receive from Eastern Bankshares (EBC)?

Rivers received a grant of 33,301 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 a right to receive one share of EBC common stock.

How many Eastern Bankshares (EBC) shares were used to cover Robert Rivers’ tax obligations?

Rivers had 16,893 and 11,019 shares of Eastern Bankshares common stock withheld for taxes at $19.5600 per share. These dispositions were reported with transaction code F, indicating shares delivered to satisfy exercise price or tax liabilities.

What are Robert Rivers’ reported shareholdings in Eastern Bankshares (EBC) after these transactions?

After the reported transactions, Rivers directly held 452,486 shares of EBC common stock, including 200,000 shares in joint tenancy with his spouse. He also indirectly owned 4,921 shares through an employee stock ownership plan (ESOP), in addition to his outstanding RSU awards.

How did Eastern Bankshares’ performance affect Robert Rivers’ PRSU payout?

A performance RSU award to Rivers vested based on EBC’s total shareholder return versus banks in the KBW Nasdaq Regional Banking Index. The compensation committee determined performance equaled a 93.1% payout of target for the three-year performance period ending December 31, 2025.