Director of LINKBANCORP (LNKB) swaps 8.7M shares in merger

Rhea-AI Filing Summary

LINKBANCORP, Inc. director and 10% owner Kenneth R. Lehman disposed of 8,729,603 shares of common stock on May 1, 2026 in a transaction labeled as a disposition to the issuer. This reflects the closing of a merger in which each LINKBANCORP share was converted into the right to receive 0.1350 shares of Burke & Herbert Financial Services Corp. common stock. Holders of LINKBANCORP common stock will also receive cash instead of fractional Burke & Herbert shares, consistent with the merger agreement. Following this conversion-related disposition, Lehman no longer holds LINKBANCORP common shares.

Insights

Banking equity analyst

Large insider stake removed via merger-driven share conversion.

The filing shows Kenneth R. Lehman, a director and 10% owner of LINKBANCORP, disposing of 8,729,603 shares of common stock as part of the merger with Burke & Herbert Financial Services Corp. This is structured as a disposition to the issuer, not an open-market sale.

Under the Agreement and Plan of Merger dated December 18, 2025, each LINKBANCORP share converts into the right to receive 0.1350 shares of Burke & Herbert common stock, with cash paid instead of fractional shares. The filing indicates Lehman’s LINKBANCORP holdings drop to zero, meaning his economic exposure shifts from LINKBANCORP equity into Burke & Herbert equity under the agreed exchange ratio, rather than reflecting discretionary trading activity.

Insider Trade Summary

Net Seller: 8,729,603 shares

Net Sell 1 txn

Insider LEHMAN KENNETH R

Role Director, 10% Owner

Type	Security	Shares	Price	Value
Disposition	Common Stock	8,729,603	$0.00	$0.00

Holdings After Transaction: Common Stock — 0 shares (Direct)

Footnotes (1)

1. F1. Pursuant to the Agreement and Plan of Merger dated December 18, 2025 between the Issuer and Burke & Herbert Financial Services Corp. ("Burke & Herbert"), each issued and outstanding share of Issuer common stock was converted into the right to receive 0.1350 shares of common stock of Burke & Herbert. Holders of Issuer Common Stock will receive cash in lieu of fractional shares of Burke & Herbert common stock in accordance with the terms of the Agreement and Plan of Merger.

Key Figures

Shares disposed: 8,729,603 shares Post-transaction holdings: 0 shares Merger exchange ratio: 0.1350 shares

3 metrics

Shares disposed 8,729,603 shares Common stock disposition to issuer on May 1, 2026

Post-transaction holdings 0 shares LINKBANCORP common stock held by Lehman after transaction

Merger exchange ratio 0.1350 shares Burke & Herbert common stock per LINKBANCORP share

Key Terms

Disposition to issuer, Agreement and Plan of Merger, fractional shares, common stock

4 terms

Disposition to issuer financial

"the transaction is classified as a disposition to the issuer"

Agreement and Plan of Merger regulatory

"Pursuant to the Agreement and Plan of Merger dated December 18, 2025"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

fractional shares financial

"will receive cash in lieu of fractional shares of Burke & Herbert common stock"

Fractional shares are portions of a whole share of a stock or fund, allowing investors to own less than one full unit. They make it possible to invest a specific dollar amount rather than buy whole shares, like buying a slice of a pizza instead of the entire pie. For investors this lowers the cost barrier, helps with diversification, and lets you reinvest dividends or purchase expensive stocks in small, precise amounts.

common stock financial

"each issued and outstanding share of Issuer common stock was converted"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 05/01/2026 - 03:29 PM Learn about SEC filing dates

FAQ

What insider transaction did LINKBANCORP (LNKB) report for Kenneth R. Lehman?

LINKBANCORP reported that director and 10% owner Kenneth R. Lehman disposed of 8,729,603 shares of common stock on May 1, 2026. The transaction is classified as a disposition to the issuer tied to the completion of the company’s merger with Burke & Herbert Financial Services Corp.

How many LINKBANCORP (LNKB) shares does Kenneth R. Lehman hold after this Form 4?

After the reported transaction, Kenneth R. Lehman holds 0 LINKBANCORP common shares. All 8,729,603 shares previously reported were disposed of in connection with the merger, where each share was converted into the right to receive Burke & Herbert common stock under the merger agreement.

What are the merger terms affecting LINKBANCORP (LNKB) common stock in this filing?

The merger agreement specifies that each issued and outstanding LINKBANCORP common share is converted into the right to receive 0.1350 shares of Burke & Herbert Financial Services Corp. common stock. Holders of LINKBANCORP stock also receive cash in lieu of fractional Burke & Herbert shares, according to the agreement.

Was Kenneth R. Lehman’s LINKBANCORP (LNKB) transaction an open-market sale?

No, Lehman’s transaction is coded as “D” (Disposition to issuer), not an open-market sale. The Form 4 and footnote explain that his 8,729,603 shares were converted under the merger terms into the right to receive Burke & Herbert common stock, plus cash for any fractional shares.

How does the LINKBANCORP (LNKB) merger affect stockholders’ consideration?

Stockholders receive the right to 0.1350 Burke & Herbert shares for each LINKBANCORP common share. In addition, they are paid cash instead of fractional shares of Burke & Herbert common stock. This structure means consideration is partly in stock and partly in cash only for small fractional amounts.

What does the Form 4 reveal about LINKBANCORP (LNKB)’s merger timing and structure?

The Form 4 references an Agreement and Plan of Merger dated December 18, 2025 between LINKBANCORP and Burke & Herbert. On May 1, 2026, Lehman’s shares were disposed of to the issuer as they converted into rights to Burke & Herbert stock, signaling implementation of the merger terms for his holdings.

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

X

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^*

LEHMAN KENNETH R

(Last) (First) (Middle)

1250 CAMP HILL BYPASS

SUITE 202

(Street)

CAMP HILL PENNSYLVANIA 17011

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
LINKBANCORP, Inc. [ LNKB ]

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

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/01/2026		D		8,729,603	D	(1)	0	D

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. Pursuant to the Agreement and Plan of Merger dated December 18, 2025 between the Issuer and Burke & Herbert Financial Services Corp. ("Burke & Herbert"), each issued and outstanding share of Issuer common stock was converted into the right to receive 0.1350 shares of common stock of Burke & Herbert. Holders of Issuer Common Stock will receive cash in lieu of fractional shares of Burke & Herbert common stock in accordance with the terms of the Agreement and Plan of Merger.

	/s/ Melanie Vanderau, pursuant to Power of Attorney	05/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)