LINKBANCORP director returns shares in merger deal

Rhea-AI Filing Summary

LINKBANCORP, Inc. director Joseph C. Michetti Jr reported dispositions of common stock back to the issuer in connection with its merger with Burke & Herbert Financial Services Corp. On May 1, 2026, indirect holdings of 591 shares held by his spouse and 64,769 shares held in an IRA, plus 51,455 directly held shares, were each reported as a Disposition to issuer at a stated price of $0.00 per share. Under the merger agreement, each LINKBANCORP share was converted into the right to receive 0.1350 shares of Burke & Herbert common stock, with cash payable instead of fractional Burke & Herbert shares.

Insights

Banking equity analyst

Director’s shares are returned to issuer as part of a stock-for-stock bank merger.

The filing shows Joseph C. Michetti Jr, a director of LINKBANCORP, reporting issuer dispositions of common stock from direct holdings, an IRA, and spousal holdings. The disposition code D and $0.00 price indicate this is not an open‑market sale but a return of shares to the company.

A footnote explains that each LINKBANCORP share was converted into the right to receive 0.1350 shares of Burke & Herbert Financial Services Corp common stock, with cash for fractional shares. This points to routine merger consideration mechanics rather than a discretionary trading decision, so informational value for ongoing fundamentals is limited.

Insider Trade Summary

Disposition: 116,815 shares

Disposition 3 txns

Insider Michetti Joseph C Jr

Role Director

Type	Security	Shares	Price	Value
Disposition	Common Stock	51,455	$0.00	$0.00
Disposition	Common Stock	64,769	$0.00	$0.00
Disposition	Common Stock	591	$0.00	$0.00

Holdings After Transaction: Common Stock — 0 shares (Direct); Common Stock — 0 shares (Indirect, By IRA); Common Stock — 0 shares (Indirect, By Spouse)

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

Spouse-held shares disposed: 591 shares IRA-held shares disposed: 64,769 shares Directly held shares disposed: 51,455 shares +2 more

5 metrics

Spouse-held shares disposed 591 shares Common Stock, disposition to issuer, May 1, 2026, indirect by spouse

IRA-held shares disposed 64,769 shares Common Stock, disposition to issuer, May 1, 2026, indirect by IRA

Directly held shares disposed 51,455 shares Common Stock, disposition to issuer, May 1, 2026, direct ownership

Stated transaction price $0.00 per share All reported dispositions coded as issuer disposition, non-market

Merger share exchange ratio 0.1350 shares Each LINKBANCORP share to 0.1350 Burke & Herbert common shares

Key Terms

Disposition to issuer, Agreement and Plan of Merger, IRA, fractional shares, +1 more

5 terms

Disposition to issuer financial

"each transaction is described with the code D and the note “Disposition to issuer”"

Agreement and Plan of Merger financial

"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.

IRA financial

"a block of shares is reported as indirectly owned with nature of ownership “By IRA”"

An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.

fractional shares financial

"Holders 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 transaction lists the security title as Common Stock"

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did LINKBANCORP (LNKB) disclose in this Form 4?

LINKBANCORP director Joseph C. Michetti Jr reported dispositions of common stock back to the issuer. The filing covers shares held directly, in an IRA, and by his spouse, all coded as issuer dispositions rather than open-market sales, tied to a merger transaction.

How many LINKBANCORP shares were reported as disposed of in this filing?

The Form 4 reports 591 shares of common stock held by the director’s spouse, 64,769 shares held in an IRA, and 51,455 shares held directly. Each block is classified as a disposition to the issuer, reflecting merger-related share treatment instead of typical market trading.

Was this LINKBANCORP Form 4 an open-market sale of LNKB shares?

No, the transactions are coded as “Disposition to issuer” at a stated price of $0.00 per share. This indicates the shares were returned to the company under a corporate action, rather than sold in the open market at prevailing trading prices.

How is the LINKBANCORP and Burke & Herbert merger reflected in this Form 4?

A footnote states each LINKBANCORP common share was converted into the right to receive 0.1350 Burke & Herbert common shares. Holders receive cash instead of fractional Burke & Herbert shares, explaining why the insider’s LINKBANCORP holdings were reported as dispositions to the issuer.

Does the LINKBANCORP Form 4 mention cash for fractional Burke & Herbert shares?

Yes. The footnote explains that holders of LINKBANCORP common stock will receive cash in lieu of fractional shares of Burke & Herbert common stock. This is a standard provision in stock-for-stock mergers to avoid issuing fractional share positions to former LINKBANCORP shareholders.

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

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Accepted by SEC EDGAR 05/06/2026 - 12:56 PM EDT Learn about SEC filing dates

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^*

Michetti Joseph C Jr

(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		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		51,455	D	(1)	0	D
Common Stock	05/01/2026		D		64,769	D	(1)	0	I	By IRA
Common Stock	05/01/2026		D		591	D	(1)	0	I	By Spouse

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	05/06/2026
	** 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)