0001437749-24-014562.txt : 20240503
0001437749-24-014562.hdr.sgml : 20240503
20240503121630
ACCESSION NUMBER: 0001437749-24-014562
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240503
FILED AS OF DATE: 20240503
DATE AS OF CHANGE: 20240503
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: 000-16587
FILM NUMBER: 24911814
MAIL ADDRESS:
STREET 1: 388 VALLEY VIEW ROAD
CITY: MOOREFIELD
STATE: WV
ZIP: 26836
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SUMMIT FINANCIAL GROUP, INC.
CENTRAL INDEX KEY: 0000811808
STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022]
ORGANIZATION NAME: 02 Finance
IRS NUMBER: 550672148
STATE OF INCORPORATION: WV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 300 NORTH MAIN ST
CITY: MOOREFIELD
STATE: WV
ZIP: 26836
BUSINESS PHONE: 3045301000
MAIL ADDRESS:
STREET 1: 300 NORTH MAIN ST
CITY: MOOREFIELD
STATE: WV
ZIP: 26836
FORMER COMPANY:
FORMER CONFORMED NAME: SUMMIT FINANCIAL GROUP INC
DATE OF NAME CHANGE: 20000330
FORMER COMPANY:
FORMER CONFORMED NAME: SOUTH BRANCH VALLEY BANCORP INC
DATE OF NAME CHANGE: 19920703
4
1
rdgdoc.xml
FORM 4
X0508
4
2024-05-03
1
0000811808
SUMMIT FINANCIAL GROUP, INC.
SMMF
0001864438
Freeman Danyl R
388 VALLEY VIEW ROAD
MOOREFIELD
WV
26836
1
EVP & Chief Human Resources Of
0
Common Stock
2024-05-03
4
J
0
699.3585
0
A
12145.09850
I
by ESOP
Common Stock
2024-05-03
4
D
0
12145.09850
D
0
I
by ESOP
Common Stock
2024-05-03
4
D
0
3005
D
0
D
Stock Settled Stock Appreciation Rights
26.01
2024-05-03
4
D
0
2536
D
2018-02-09
2027-02-09
Common Stock
2536
0
D
Stock Settled Stock Appreciation Rights
23.94
2024-05-03
4
D
0
5430
D
2020-02-07
2029-02-07
Common Stock
5430
0
D
Stock Settled Stock Appreciation Rights
21.85
2024-05-03
4
D
0
5625
D
2022-07-15
2031-07-15
Common Stock
5625
0
D
Stock Settled Stock Appreciation Rights
26.37
2024-05-03
4
D
0
5591
D
2024-02-09
2033-02-09
Common Stock
5591
0
D
SAR vests in 5 equal annual installments with the beginning date indicated.
The information reported herein is based on a plan statement dated 12/31/2022 received in April 2023
Between January 1, 2023 and December 31, 2023, acquired 699.3585 shares of Summit Common Stock under the Summit Financial Group, Inc. Employee Stock Ownership Plan.
Disposed of in accordance with the Agreement and Plan of Reorganization, dated as of August 24, 2023 the ("Merger Agreement"), by and between Summit Financial Group, Inc. ("Summit") and Burke & Herbert Financial Services Corp. ("Burke & Herbert") pursuant to which Summit was merged with and into Burke & Herbert effective May 3, 2024 ("the Merger"). At the effective time of the Merger, each issued and outstanding share of Summit common stock was converted into the right to receive 0.5043 shares of Burke &Herbert common stock (subject to the payment of cash in lieu of fractional shares) (the "Merger Consideration"). As a result of the Merger, the Reporting Person no longer beneficially owns, directly or indirectly, any shares of Summit common stock.
Pursuant to the Merger Agreement, at the effective time of the Merger, each stock appreciation right was converted into a stock appreciation right of Burke & Herbert (each a "Burke & Herbert Replacement SAR"), with adjustments to the number of shares of Burke & Herbert common stock underlying each Burke & Herbert Replacement SAR and the base price of continuing corporation common stock for each Burke & Herbert Replacement SAR adjusted based on the exchange ratio of 0.5043.
/s/ Teresa D Ely, Lmtd POA, Attorney-in-Fact
2024-05-03