An amended statement of changes in beneficial ownership was filed on August 12, 2026 by Danyl R. Freeman, Chief Human Resources Officer of Burke & Herbert Financial Services Corp. (NASDAQ:BHRB), correcting the number of shares withheld upon settlement of stock-settled stock appreciation rights exercised on July 29, 2026.

Key Highlights

  • Reporting person: Danyl R. Freeman, Chief Human Resources Officer of Burke & Herbert Financial Services Corp.
  • Transaction date: July 29, 2026, involving Common Stock with transaction code F (tax withholding).
  • Shares withheld corrected: The amendment revises the withheld share count from 2,002 to 2,003 shares, following final tax calculation.
  • Price per share: Shares were disposed of at $74.08 per share, according to the filing.
  • Resulting ownership: Freeman directly held 4,684 shares of Common Stock following the reported transaction.
  • Amendment reason: The original July 30, 2026 filing used an estimated tax withholding amount; the amendment reflects the final calculation made on the exercise date.

Freeman's SAR Settlement and Corrected Withholding at Burke & Herbert

According to the amended filing, Danyl R. Freeman exercised stock-settled stock appreciation rights (SARs) on July 29, 2026. As part of the settlement process, shares of Burke & Herbert Financial Services Corp. Common Stock were withheld to cover tax obligations, a standard mechanism used when equity awards are settled in shares. The filing indicates the transaction code is F, which corresponds to shares withheld for payment of taxes.

The amendment was necessitated by a difference between the estimated and final tax withholding amounts. The original statement, filed July 30, 2026, used an estimated figure that resulted in a withheld share count of 2,002. Following the final tax calculation completed on the exercise date of July 29, 2026, that number was adjusted upward by one share to 2,003. The filing states: "This amendment restates the affected line item in Table I accordingly." After the transaction, Freeman directly held 4,684 shares of Common Stock in the company, which operates as a financial services holding company trading on NASDAQ under the symbol BHRB. The amended filing was signed by Matthew Rucker as Attorney-in-Fact for Danyl R. Freeman on August 12, 2026.

What Was Disclosed

The amended filing corrects a one-share discrepancy in tax-withheld shares tied to a July 29, 2026 SAR exercise by Burke & Herbert's Chief Human Resources Officer, updating the withheld count from 2,002 to 2,003 shares at $74.08 per share, with 4,684 shares held directly afterward.