0001964333-24-000206.txt : 20240506
0001964333-24-000206.hdr.sgml : 20240506
20240506164239
ACCESSION NUMBER: 0001964333-24-000206
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240503
FILED AS OF DATE: 20240506
DATE AS OF CHANGE: 20240506
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Freeman Danyl R
CENTRAL INDEX KEY: 0001864438
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41633
FILM NUMBER: 24918227
MAIL ADDRESS:
STREET 1: 388 VALLEY VIEW ROAD
CITY: MOOREFIELD
STATE: WV
ZIP: 26836
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Burke & Herbert Financial Services Corp.
CENTRAL INDEX KEY: 0001964333
STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021]
ORGANIZATION NAME: 02 Finance
IRS NUMBER: 920289417
STATE OF INCORPORATION: VA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 100 S. FAIRFAX STREET
CITY: ALEXANDRIA
STATE: VA
ZIP: 22314
BUSINESS PHONE: 703-549-6600
MAIL ADDRESS:
STREET 1: 100 S. FAIRFAX STREET
CITY: ALEXANDRIA
STATE: VA
ZIP: 22314
4
1
wk-form4_1715028144.xml
FORM 4
X0508
4
2024-05-03
0
0001964333
Burke & Herbert Financial Services Corp.
BHRB
0001864438
Freeman Danyl R
100 SOUTH FAIRFAX STREET
ALEXANDRIA
VA
22313
0
1
0
0
Chief Human Resources Officer
0
Common Stock
2024-05-03
4
A
0
1515
A
1515
D
Common Stock
2024-05-03
4
A
0
6124
A
6124
I
By ESOP Trust
Stock Settled Appreciation Rights
51.58
2024-05-03
4
A
0
1278
51.58
A
2017-02-09
2027-02-09
Common Stock
1278
1278
D
Stock Settled Appreciation Rights
47.47
2024-05-03
4
A
0
2738
47.47
A
2019-02-07
2029-02-07
Common Stock
2738
2738
D
Stock Settled Appreciation Rights
43.33
2024-05-03
4
A
0
2836
43.33
A
2021-07-15
2031-07-15
Common Stock
2836
2836
D
Stock Settled Appreciation Rights
52.29
2024-05-03
4
A
0
2819
52.29
A
2023-02-09
2033-02-09
Common Stock
2819
2819
D
Pursuant to the terms of the Agreement and Plan of Reorganization (the "Merger Agreement"), dated as of August 24, 2023, by and between Burke & Herbert Financial Services Corp. ("Burke & Herbert") and Summit Financial Group, Inc. ("Summit"), on May 3, 2024 (the "Closing Date") Summit merged with and into Burke & Herbert (the "Merger"), with Burke & Herbert continuing as the surviving company of the Merger. Pursuant to the Merger Agreement, on the Closing Date each share of Summit common stock held by the reporting person was converted into the right to receive 0.5043 of a share of common stock of Burke & Herbert rounded down to the nearest whole number of shares. The closing price of Burke & Herbert's common stock on May 2, 2024, was $51.67 per share.
The Summit ESOP was terminated pursuant to the Merger Agreement.
Represents stock appreciation rights ("SARs") that were converted from Summit SARs into Burke & Herbert SARs pursuant to the Merger Agreement.
/s/ Kirtan Parikh, as Attorney-in-Fact for Danyl R. Freeman
2024-05-06