Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: On April 25, 2025, the Company announced that its Board authorized a share repurchase program pursuant to which the Company may purchase up to $50.0 million of the Company’s Common Stock in the open market or in privately negotiated transactions.
−Removed: The Company made no open market or private purchases for the three months ended March 31, 2026.
−Removed: The following table provides information about the Company’s purchases of equity securities that are registered by the Company pursuant to Section 12 of the Exchange Act for the periods indicated:
+Added: On April 25, 2025, Burke & Herbert announced that its Board authorized a share repurchase program pursuant to which Burke & Herbert may purchase up to $50.0 million of Burke & Herbert’s common stock in the open market or in privately negotiated transactions.
+Added: Burke & Herbert made no open market or private purchases for the six months ended June 30, 2026.
+Added: The following table provides information about Burke & Herbert’s purchases of equity securities that are registered by Burke & Herbert pursuant to Section 12 of the Exchange Act for the periods indicated:
Period Total number of shares purchased (1) (2)
1 unchanged sentence
Total number of shares purchased as part of publicly announced plans or programs (2) Approximate dollar value of shares that may yet be purchased under the plans or programs (3)
−Removed: January 1 - 31, 2026
−Removed: 3,743 $ 64.67 — $ 50,000,000
−Removed: February 1 - 28, 2026
−Removed: — — — 50,000,000
−Removed: March 1 - 31, 2026
−Removed: 104 61.97 — 50,000,000
−Removed: (1) Shares purchased during the period that were transferred to the Company from employees in satisfaction of minimum tax withholding obligations associated with the vesting of restricted stock units during the period.
−Removed: (2) No shares were purchased by the Company under any share repurchase program during the quarter ended March 31, 2026.
−Removed: (3) The Company’s share repurchase program was authorized on April 25, 2025.
+Added: April 1 - 30, 2026 107 $ 65.78 — $ 50,000,000
+Added: May 1 - 31, 2026 16,343 64.64 — 50,000,000
+Added: June 1 - 30, 2026 — — — 50,000,000
+Added: (1) Shares purchased during the period were transferred to Burke & Herbert from employees in satisfaction of minimum tax withholding obligations associated with the vesting of restricted stock units during the period.
+Added: (2) No shares were purchased by Burke & Herbert under any share repurchase program during the quarter ended June 30, 2026.
+Added: (3) Burke & Herbert’s share repurchase program was authorized on April 25, 2025.
Defaults Upon Senior Securities
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.