Form 4: Burke & Herbert CEO's Stock Transactions
Insider Transaction Report
Burke & Herbert Financial Services Corp. CEO David P. Boyle reported the vesting and conversion of restricted stock units into common stock, followed by a tax-related disposition.
Summary
- David P. Boyle, Chair & CEO of Burke & Herbert Financial Services Corp. (BHRB), reported changes in his beneficial ownership of common stock.
- On January 19, 2026, 3,361 restricted stock units (RSUs) granted on January 19, 2023, vested and converted into common stock on a one-for-one basis.
- Following the RSU conversion, 1,736 shares of common stock were disposed of at a price of $64.67 per share to cover tax withholding obligations.
- After these transactions, David P. Boyle beneficially owns 49,913 shares of Burke & Herbert Financial Services Corp. common stock directly.
Sentiment
Score: 5
Explanation: The filing reports a standard executive compensation event (vesting of restricted stock units) and a subsequent tax-related disposition, which are routine and expected for insiders.
Positives
- The vesting of 3,361 restricted stock units indicates continued service by the CEO and aligns management's interests with shareholders.
Negatives
- The disposition of 1,736 shares for tax withholding reduces the direct beneficial ownership, but this is a standard and expected practice for RSU vesting.
Future Outlook
The Power of Attorney grants authority for future SEC filings, including Forms 3, 4, 5, Schedules 13D/G, and Forms 144, indicating ongoing compliance activities for insider transactions and beneficial ownership reporting.
Industry Context
This filing is a routine disclosure of insider stock transactions, common across all publicly traded companies, reflecting executive compensation and compliance with SEC regulations. It does not provide specific insights into broader industry trends.
Comparison to Industry Standards
- This filing reports a standard executive compensation event (RSU vesting) and a subsequent tax-related stock disposition, which are common practices for executives in publicly traded companies across various industries. There are no specific comparable companies, projects, or results to list here.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Authorization of Filing Authority | David P. Boyle executed a Power of Attorney, authorizing specific individuals (Roy E. Halyama, Matthew W. Rucker, Patrick Kip Huffman, Kirtan Parikh, and Zayne R. Tweed) to act as his attorney-in-fact for preparing, executing, and filing SEC forms related to his beneficial ownership and insider transactions. | June 2025 | Enhances efficiency and ensures timely compliance with SEC reporting requirements for insider transactions by delegating filing responsibilities. |
Related Party Transactions
- The vesting of restricted stock units is a form of executive compensation, which is a transaction between the company and an insider (related party). The disposition for tax withholding is a consequence of this compensation.
Stakeholder Impact
- Shareholders: Minor impact. The transaction is a routine compensation event and tax-related disposition, not indicative of significant operational or strategic changes. It reflects ongoing executive compensation practices.
Next Steps
- The Power of Attorney authorizes designated individuals to prepare and file future SEC forms (Forms 3, 4, 5, Schedules 13D/G, and Forms 144) on behalf of David P. Boyle.
Key Dates
| Date | Description |
|---|---|
| 01/19/2023 | Grant date of 3,361 restricted stock units to David P. Boyle. |
| June 2025 | Execution date of the Power of Attorney by David P. Boyle. |
| 01/19/2026 | Vesting and conversion date of 3,361 restricted stock units into common stock; also the date of disposition of 1,736 shares for tax withholding. |
| 01/22/2026 | Signature date of the Form 4 filing. |
Keywords
Burke & Herbert Financial Services Corp., BHRB, David P. Boyle, Insider Transaction, Form 4, Restricted Stock Units, Common Stock, CEO, Stock Ownership, Executive Compensation
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