LINKBANCORP, Inc. filings document the former bank holding company’s operating results, dividend declarations, investor presentations, material agreements, shareholder voting matters, capital structure, and governance disclosures. Its Form 8-K reports covered quarterly financial information and corporate actions involving LINKBANK.
The filing record also documents LINKBANCORP’s completed merger into Burke & Herbert Financial Services Corp., the related bank merger of LINKBANK into Burke & Herbert Bank & Trust Company, and the Form 25 notice removing LNKB common stock from Nasdaq listing and Section 12(b) registration.
Burke & Herbert Financial Services Corp. shareholders approved a merger with LINKBANCORP, Inc. at a special meeting held on March 25, 2026. The vote approved the Agreement and Plan of Merger dated December 18, 2025.
Shares outstanding were 15,034,778 as of the February 9, 2026 record date; 10,165,354 shares were represented at the meeting. The merger vote tallies were 9,963,159 for, 94,232 against and 107,963 abstained. Closing remains subject to regulatory approvals and customary closing conditions.
Burke & Herbert Financial Services Corp. announced appointments of two current LINKBANCORP, Inc. (LNKB) directors—Diane Poillon and Kristen Snyder—as directors of the surviving corporation, effective upon completion of the previously disclosed merger between Burke & Herbert and LNKB. The appointments include immediate placement on the Audit Committee following effectiveness.
The Merger Agreement also contemplates a subsidiary bank merger in which LINKBANK will merge into Burke & Herbert Bank & Trust Company. The BHRB Board will amend its bylaws as needed to increase board size. Several current directors have signaled they will not stand for re-election at the 2026 annual meeting.
LINKBANCORP, Inc. is a Pennsylvania community bank holding company that ended December 31, 2025 with approximately $3.07 billion in assets, $2.56 billion in loans, $2.55 billion in deposits and $306.4 million in shareholders’ equity.
During 2025, total deposits grew 8.23% to $2.55 billion and loans held for investment grew 13.34% to $2.56 billion, while nonperforming assets were 0.79% of total assets and the allowance for credit losses was 1.24% of total loans, reflecting continued loan growth with controlled credit issues.
Commercial real estate is a key focus, with $1.56 billion of commercial real estate and multifamily loans representing 61.1% of total loans, and non‑owner‑occupied commercial real estate, construction and multifamily exposures equal to 369.85% of total risk‑based capital, triggering heightened regulatory expectations for risk management and capital.
In 2025 the bank sold its New Jersey operations to American Heritage Federal Credit Union, transferring $105.0 million in loans, $87.1 million in deposits and receiving a 7% deposit premium of $6.2 million, and recognized income from loan discount accretion and core deposit intangible write‑offs within the gain on sale.
The company has a pending stock‑for‑stock merger with Burke & Herbert Financial Services Corp., under which shareholders would receive 0.1350 BHRB shares for each LINKBANCORP share, subject to regulatory and shareholder approvals and other conditions that may delay, modify or prevent completion.
Burke & Herbert Financial Services Corp. plans to issue approximately 5.1 million shares of common stock to acquire LINKBANCORP, Inc. in an all‑stock merger. LNKB shareholders will receive 0.1350 Burke & Herbert shares per LNKB share, plus cash instead of fractional shares.
Based on Burke & Herbert share prices, the merger implies aggregate consideration of about $354.2 million at $69.45 on December 17, 2025 and about $323.4 million at $63.43 on January 28, 2026. After closing, former LNKB holders are expected to own roughly 25% of Burke & Herbert, with existing Burke & Herbert shareholders owning about 75%.
The transaction is structured to qualify as a tax‑free reorganization for U.S. federal income tax purposes, except for cash paid in lieu of fractional shares. Special virtual shareholder meetings for both companies are scheduled for March 25, 2026 to vote on the merger and related adjournment proposals.
LinkBancorp, Inc. received an updated Schedule 13G/A from FJ Capital Management, Financial Opportunity Fund, and Martin Friedman reporting their ownership in the company’s common stock. The group reports beneficial ownership of 596,930 shares, representing 1.59% of LinkBancorp’s common stock.
The filing states that all 596,930 shares are held by Financial Opportunity Fund LLC, with FJ Capital Management LLC as its managing member and Martin Friedman as managing member of FJ Capital Management. The reporting persons certify the shares were not acquired to change or influence control of LinkBancorp and confirm their ownership is now 5 percent or less of the class.
LINKBANCORP, Inc. filed a current report describing two main items. The company issued a press release with its financial results for the three and twelve months ended December 31, 2025, and furnished this release as Exhibit 99.1. These results cover both the latest quarter and the full 2025 fiscal year.
The Board of Directors also declared a quarterly cash dividend of $0.075 per share. This dividend is payable on March 16, 2026 to shareholders of record at the close of business on February 27, 2026. The filing notes that no pro forma financial information or shell company transactions are included.
Burke & Herbert Financial Services Corp. filed a current report describing several updates for shareholders. The company issued a press release with its results of operations and financial condition for the quarter ended December 31, 2025, and also prepared an earnings presentation that will be used in investor meetings during 2026 and made available on its website.
The report also highlights a cash return to shareholders. The Board of Directors declared a regular quarterly cash dividend of $0.55 per share on the company’s common stock, payable on March 2, 2026 to shareholders of record as of the close of business on February 13, 2026. This continues the company’s practice of distributing cash to its owners through recurring dividends.
LINKBANCORP, Inc. and Burke & Herbert Financial Services Corp have agreed to merge to create a larger Mid-Atlantic community bank with about $11.0B in assets and 100+ branch locations across six states. LINKBANK will merge into Burke & Herbert Bank, with the combined company operating under the Burke & Herbert name and headquartered in Alexandria, VA. Burke & Herbert CEO David P. Boyle will lead the combined organization, Charlie Maddy will remain President, and LINKBANK’s Andrew Samuel will become a Senior Advisor and Bank Director. Two LINKBANCORP directors will join the Burke & Herbert board, and LINKBANK executives Carl Lundblad and Brent Smith will join the executive management team.
The merger is expected to close in the second quarter of 2026, subject to shareholder and regulatory approvals, and systems integration will occur after closing. Existing LINKBANCORP stock will be converted into Burke & Herbert common stock based on an exchange ratio. The companies highlight benefits for customers, employees, communities, and shareholders, including combined technology capabilities, larger scale, and a shared community-banking culture, while emphasizing that daily banking operations will remain unchanged until closing.
LINKBANCORP, Inc. is set to merge into Burke & Herbert Financial Services Corp. in an all‑stock transaction. Under the Agreement and Plan of Merger, each share of LNKB common stock will be converted at closing into the right to receive 0.1350 shares of BHRB common stock, with cash paid instead of fractional shares. The deal is structured to qualify as a tax‑free reorganization under Section 368(a) of the Internal Revenue Code.
Immediately after the parent‑company merger, LINKBANK will merge into Burke & Herbert Bank & Trust Company, which will remain the surviving bank. LNKB restricted stock will vest into the same stock consideration, RSUs will be cashed out into BHRB stock value, options and warrants will be adjusted using the 0.1350 exchange ratio, and the 2022 employee stock purchase plan will end at closing. Two independent LNKB directors will join BHRB’s board and three Link directors, including CEO Andrew Samuel, will join the bank board with specified executive roles.
Closing is subject to shareholder approvals, multiple banking and securities regulatory approvals, effectiveness of a BHRB Form S‑4, and customary accuracy and performance conditions. Either side may owe a $14.2 million termination fee if the agreement ends in certain circumstances, and reciprocal director support agreements commit both boards to vote their shares for the merger.
LINKBANCORP, Inc. agreed to merge with Burke & Herbert Financial Services Corp., with LINKBANCORP merging into Burke & Herbert and Burke & Herbert as the surviving company. Each share of LNKB common stock will be converted into the right to receive 0.1350 shares of Burke & Herbert common stock, with cash paid instead of fractional shares. The combination is intended to qualify as a tax-free reorganization for U.S. federal income tax purposes.
Following the holding company merger, LINKBANK will merge into Burke & Herbert Bank & Trust Company. Two LNKB directors will join the surviving holding company board and three Link directors, including CEO Andrew Samuel, will join the bank board, with LNKB leaders taking senior roles at the bank. The deal requires shareholder approvals, multiple banking and securities regulatory approvals, an effective Form S-4, and customary closing conditions. Either party may owe a $14.2 million termination fee if the agreement ends under specified circumstances, and reciprocal support agreements commit both companies’ directors to vote in favor of the transaction.