What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2025-02-27 compared with 2024-02-26 · 121 added, 224 removed, 587 unchanged (37% of the section changed)

4 unchanged sentences

As of December 31, 2022, we had two reportable business segments:

banking and insurance agency, which we conducted under the name Eastern Insurance Group LLC (“Eastern Insurance Group”).

In the third quarter of 2023, we announced the sale of substantially all of the assets and transfer of substantially all of the liabilities of our insurance agency business.

the banking segment and the insurance agency segment, which we conducted under the name Eastern Insurance Group LLC (“Eastern Insurance Group”).

In the third quarter of 2023, we announced the sale of substantially all of the assets and the transfer of substantially all of the liabilities of our insurance agency business.

We completed the sale on October 31, 2023.

2 unchanged sentences

As of December 31, 2024, we had total consolidated assets of $25.6 billion, total gross loans of $18.1 billion, total deposits of $21.3 billion and total shareholders’ equity of $3.6 billion.

We are subject to comprehensive regulation and examination by the Massachusetts Commissioner of Banks, the Federal Deposit Insurance Corporation (“FDIC”), the Federal Reserve Board and the Consumer Financial Protection Bureau.

Our diversified products and services include lending, deposit, and wealth management.

3 unchanged sentences

commercial and industrial, including our Asset Based Lending Portfolio, commercial real estate, commercial construction, small business banking, residential real estate and home equity loans.

Through Eastern Bank’s wealth management offering, we provide a wide range of trust services.

Through Cambridge Trust Wealth Management, a division of Eastern Bank, we provide a wide range of wealth management and trust services.

In addition, we offer automated lock box collection services, cash management services and account reconciliation services to our corporate and institutional customers, as well as cash management services to our municipal clients.

1 unchanged sentence

is Eastern Bank, which is a wholly owned subsidiary.

Eastern Bank controls five active subsidiaries as follows:

Eastern Bank controls six active subsidiaries as follows:

Broadway Securities Corporation, a wholly owned subsidiary engaged in buying, selling, dealing in and holding securities and in holding industrial revenue bonds (“IRBs”);

2 unchanged sentences

Shared Value Investments LLC, a wholly owned subsidiary that invests in low income housing and other tax credit investments;

Eastern Insurance Group, a wholly owned subsidiary that previously acted as an agent in offering insurance solutions for clients with personal, commercial or employee benefits-related insurance needs.

Substantially all of the assets and certain liabilities of Eastern Insurance Group were sold in the fourth quarter of 2023, and Eastern Insurance Group no longer conducts operations.

High Street Securities Corporation, a wholly owned subsidiary engaged in buying, selling, dealing in and holding securities;

Cambridge Trust Company of New Hampshire Inc., a wholly owned subsidiary engaged in providing specialized wealth management and trust services in New Hampshire.

Market Area and Competition

5 unchanged sentences

It also includes the Cape Cod region of Massachusetts.

With an estimated population of 8.4 million, the Boston–Worcester–Providence CSA is the sixth largest CSA in the United States based upon 2022 population data.

With an estimated population of 8.3 million, the Boston–Worcester–Providence CSA is the seventh largest CSA in the United States based upon 2023 population data (the latest date for which such information is available).

We believe the Boston–Worcester–Providence CSA provides a well-diversified and resilient economic base.

There are approximately 3.3 million households in the Boston–Worcester–Providence CSA with an average of 2.4 persons per household.

Median household income in 2022 for the Boston–Worcester–Providence CSA was approximately $95,000 compared to $75,000 for the United States as a whole.

The estimated median age of the population in the Boston–Worcester–Providence CSA is 40.4 years, compared to 39.0 years for the United States as a whole.

For the fourteen counties in eastern Massachusetts, southern Maine, and southern New Hampshire in which our branches are located and from which we gather

most of our deposits, the average unemployment rate as of December 2023 was 3.2%, as compared to 3.5% for the United States as a whole.

For the statistical area consisting of Boston and Cambridge, Massachusetts, and Nashua, New Hampshire, which is a subset of the Boston–Worcester–Providence CSA, the unemployment rate as of December 2023, the most recent date for which data was available, was 3.2%, according to the U.S.

Bureau of Labor Statistics.

Median household income in 2023 (the latest date for which such information is available) for the Boston–Worcester–Providence CSA was approximately $100,000 compared to $80,000 for the United States as a whole.

estimated median age of the population in the Boston–Worcester–Providence CSA is 40.5 years, compared to 39.2 years for the United States as a whole.

Home to over 100 colleges and universities, including nationally and internationally recognized institutions such as Boston College, Boston University, Brown University, Harvard University, Massachusetts Institute of Technology, Northeastern University, Wellesley College and Worcester Polytechnic Institute, the Boston–Worcester–Providence CSA includes many employers in what often is referred to as the “knowledge-based economy” that relies on highly-educated employees, professionals and entrepreneurs.

1 unchanged sentence

Major employment sectors range from education, services, manufacturing and wholesale and retail trade, to finance, technology and health care.

Seven of the ten largest employers in the Boston metropolitan statistical area (“MSA”) are hospitals.

Professional, scientific, and technical services, which covers a variety of industries including computer systems design, scientific research and development, management consulting, architecture and law, comprise the second largest share of the Boston MSA employers.

The financial services industry in general and in our market in particular is highly competitive.

11 unchanged sentences

We compete on a number of factors including, among others, customer service, quality of execution, range of products offered, price and reputation.

We expect competition to continue to increase, especially as a result of regulatory and technological changes, the continuing trend of consolidation in the financial services industry, and the Federal Open Market Committee’s (the “FOMC’s”) monetary policy, including increases to the federal funds rate, which have led to increased competition for customer deposits.

Increased competition for deposits and the origination of loans could limit our growth in the future.

2 unchanged sentences

During the past two decades, we have been able to expand our banking business through a combination of internal or “organic” growth complemented by opportunistic strategic transactions.

Since 1997, we have completed eight mergers or acquisitions of banking businesses, the most recent of which was Century Bancorp, Inc., which we acquired in November 2021.

On September 19, 2023, we entered into a definitive merger agreement with Cambridge Bancorp (“Cambridge”) and Cambridge Trust Company pursuant to which we have agreed to acquire Cambridge through a stock for stock merger, with us as the surviving entity.

The closing of the Cambridge acquisition remains subject to required shareholder and regulatory approvals and satisfaction of other customary closing conditions set forth in the merger agreement.

There can be no assurances as to whether, or when, we and Cambridge will obtain the required approvals or complete the merger.

additional discussion, refer to the “Outlook and Trends” section included in Part II, Item 7 in this Annual Report on Form 10-K.

Since 1997, we have completed nine mergers or acquisitions of banking businesses, the most recent of which was Cambridge Bancorp.

On July 12, 2024, we completed our merger with Cambridge Bancorp (“Cambridge”).

In accordance with the merger agreement, each share of Cambridge common stock was exchanged for 4.956 shares of our common stock.

The transaction qualified as a tax-free reorganization for federal income tax purposes and provided Cambridge shareholders with a tax-free exchange of their shares of Cambridge common stock for our common stock as the consideration they received in the merger.

In connection with the merger, Citadel MS 2023, Inc.

(“Merger Sub”), a wholly-owned subsidiary of ours, merged with and into Cambridge, with Cambridge continuing as the surviving entity.

Immediately after the merger, Cambridge merged with and into the Company, with the Company continuing as the surviving entity.

Immediately following, Cambridge Trust Company (“Cambridge Trust”), a wholly owned subsidiary of Cambridge, merged with and into Eastern Bank, with Eastern Bank continuing as the surviving entity.

We issued 38.9 million shares of our common stock in the merger.

Based upon the closing price of our common stock on July 12, 2024 of $14.87 per share, the transaction is valued at $580.6 million, which includes cash paid in-lieu of fractional shares and recognition of restricted stock units (“RSU”) and performance share units (“PSU”) service

accruals for service accrued by Cambridge personnel prior to the merger.

In addition to increasing our loan and deposit base, the merger enabled us to expand our wealth management and private banking customer base and service offerings, which includes comprehensive investment management, as well as trust administration, estate settlement, and financial planning services.

Our wealth management and private banking business are now conducted under the Cambridge Trust brand name, titled Cambridge Trust Wealth Management, a division of Eastern Bank.

The merger was accounted for under the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations .

Under this method of accounting, the respective assets acquired and liabilities assumed were recorded at their estimated fair values.

The excess of consideration paid over the estimated fair value of the net assets acquired totaled $357.3 million and was recorded as goodwill.

The results of Cambridge’s operations were included in the our consolidated financial statements subsequent to the merger date.

Business Strategy

11 unchanged sentences

We believe the vital need to make increasingly significant technological investments has greatly amplified the importance of scale in banking.

We believe that as a result of our initial public offering (“IPO”), which was completed in October 2020, we are well-positioned as a consolidator in the banking market because of our financial strength, reputation and culture as evidenced by our acquisition of Century in November 2021 and our proposed acquisition of Cambridge.

(“Century”) in November 2021 and Cambridge in July 2024.

Leverage technology to enhance customer experience and drive operating efficiencies.

4 unchanged sentences

We have an established corporate culture based on personal accountability, high ethical standards and a commitment to training and career development.

We will look to opportunistically hire talented bankers and employees with a continued emphasis on recruiting highly motivated, diverse managers and employees who can establish and maintain long-term customer relationships that are key to our business, brand and culture.

We will look to opportunistically hire talented employees with a continued emphasis on recruiting highly motivated, growth-oriented managers and employees who can establish and maintain long-term customer relationships that are key to our business, brand and culture.

Manage risk to navigate a range of economic environments.

5 unchanged sentences

We use funds obtained from deposits, including brokered certificates of deposit, as well as funds obtained from the Federal Home Loan Bank (“FHLB”) of Boston (“FHLBB”) advances, primarily to originate loans and to invest in securities.

We believe our loan portfolio is well diversified with approximately 9,600 commercial relationships at December 31, 2023.

We believe our loan portfolio is well diversified with approximately 11,000 commercial relationships at

December 31, 2024.

Our lending area mainly consists of the greater Boston area, specifically eastern and central Massachusetts, southern New Hampshire, including the seacoast region, and northern Rhode Island.

In connection with our acquisition of Century, we acquired loans which are outside of our traditional lending area.

Such loans will run-off over time as we are not actively pursuing lending activities in such areas.

As of December 31, 2023, the remaining recorded investment balance of loans acquired in connection with our Century acquisition and which were outside of our traditional lending area was $401.7 million.

Beginning in the third quarter of 2022 and ending in the first quarter of 2023, we purchased mortgage loans, specifically one- to four-family residential real estate loans, a portion of which were outside of our traditional lending area.

Loans purchased were subject to the same underwriting criteria as those loans originated directly by us.

From the third quarter

of 2022 to the first quarter of 2023, we purchased a total of $412.2 million of residential real estate loans.

As of December 31, 2023, $355.9 million of those acquired loans were outside of our traditional lending area.

Our lending focuses on the following categories of loans:

16 unchanged sentences

or a portion of which is sold to two or more federally supervised unaffiliated institutions, with the purchasing institutions assuming their pro rata share of the credit risk.

As of December 31, 2023, our commercial and industrial SNC Program portfolio totaled $606.2 million, or 20.0%, of our commercial and industrial portfolio, and 45.1% of our commercial and industrial SNC Program portfolio were loans to borrowers headquartered in our primary lending market.

During the year ended December 31, 2023 we sold $214.2 million commercial and industrial loans that were previously included in the SNC program portfolio.

Our commercial and industrial portfolio also includes our Asset Based Lending Portfolio (“ABL Portfolio”) and IRBs, which are municipal bonds issued to finance major capital projects.

The majority of our IRB portfolio is in educational and other non-profit sectors.

As of December 31, 2023, our ABL and commercial and industrial IRB portfolios totaled $203.1 million and $934.5 million, respectively.

Commercial Real Estate Loans.

6 unchanged sentences

A portion of our commercial real estate loans were included in the SNC Program portfolio discussed above.

As of December 31, 2023, our commercial real estate SNC Program portfolio totaled $86.3 million, or 1.6% of our of our commercial real estate portfolio.

Our commercial real estate loan portfolio includes IRB loans of $591.0 million, or 10.8% of our commercial real estate portfolio, as of December 31, 2023.

Our commercial real estate loan portfolio also includes IRB loans as of December 31, 2024.

The average outstanding loan balance in our commercial real estate portfolio was approximately $3.7 million as of December 31, 2024, although we originate commercial real estate loans with balances significantly larger than this average.

1 unchanged sentence

We focus our commercial real estate lending on properties within our primary market area but will originate commercial real estate loans on properties located outside this area based on an established relationship with a strong borrower.

We intend to continue to grow our commercial real estate loan portfolio while maintaining prudent underwriting standards.

We intend to continue to grow our commercial real estate loan portfolio while maintaining prudent underwriting

In addition to originating these loans, we also participate in commercial real estate loans with other financial institutions.

12 unchanged sentences

A portion of our commercial construction loans were included in the SNC program portfolio discussed above.

As of December 31, 2023, our commercial construction SNC Program portfolio totaled $10.2 million, or 2.6% of our of our commercial construction portfolio.

Most of our construction loans are interest-only loans that provide for the payment of interest during the construction phase, which is usually up to 36 months, although the terms of some construction loans are extended, generally for periods of six to 12 months.

4 unchanged sentences

For larger loans, we also will generally require an inspection of the property by an Eastern Bank-appointed construction engineer before disbursement of funds during the term of the construction loan.

Land development loans and IRB loans within the construction portfolio totaled $2.6 million and $63.8 million, respectively, as of December 31, 2023.

As of December 31, 2024, there were no land development loans within the construction portfolio.

Our commercial construction loan portfolio also includes IRB loans as of December 31, 2024.

Small Business Loans.

2 unchanged sentences

As of December 31, 2024, we had total business banking loans of $1.4 billion, representing 8.1% of our total loans.

In this category, commercial and industrial loans and commercial real estate loans totaled $186.9 million and $898.9 million, respectively, as of December 31, 2023.

In this category, commercial and industrial loans and commercial real estate loans totaled $244.4 million and $1.2 billion, respectively, as of December 31, 2024.

Business banking originations include traditionally underwritten loans as well as partially automated scored loans.

4 unchanged sentences

Eastern Bank is a preferred lender under the SBA’s Preferred Lender Program, which allows expedited underwriting and approval of SBA 7(a) loans.

For 2009-2023, Eastern Bank was distinguished as the highest producer of SBA 7(a) loans, in terms of loan volume, in Massachusetts.

As of December 31, 2023, our SBA portfolio held approximately 1,437 loans with $112.6 million outstanding.

Since 2009, Eastern Bank has been distinguished as the highest producer of SBA 7(a) loans, in terms of loan volume, in Massachusetts.

One- to Four-Family Residential Real Estate Loans.

9 unchanged sentences

Decisions about whether to sell or retain residential loans are made based on the interest rate characteristics, pricing for loans in the secondary mortgage market, competitive factors and our capital needs, although we generally retain non-conforming residential loans in our portfolio.

Since 2016, we have outsourced to an independent party the processing, underwriting (using our criteria) and closing of residential loans originated by our mortgage loan officers.

Since 2016, we have outsourced to an independent third party the processing, underwriting (using our criteria) and closing of residential loans originated by our mortgage loan officers.

During the year ended December 31, 2024, residential real estate mortgage originations were $348.7 million, of which $93.9 million were sold on the secondary markets.

1 unchanged sentence

At December 31, 2024, our ten largest one- to four-family residential real estate loans had an average balance of $4.4 million, ranging from $3.1 million to $5.7 million.

As previously indicated, we began purchasing mortgage loans, specifically one- to four-family residential mortgages, in the third quarter of 2022 and we stopped purchasing these loans in the first quarter of 2023.

Loans purchased were subject to the same underwriting criteria as those loans originated directly by us.

Home Equity Loans and Lines of Credit.

15 unchanged sentences

We generally originate commercial loans for our portfolio, although we sell participation interests in commercial and industrial loans and commercial real estate loans to local financial institutions, primarily on the portion of loans exceeding our borrowing limits.

Beginning in the third quarter of 2022 and ending in the first quarter of 2023, we purchased mortgage loans, specifically one- to four-family residential real estate loans.

Loans purchased were subject to the same underwriting criteria as those loans originated directly by us.

From the third quarter of 2022 to the first quarter of 2023, we purchased a total of $412.2 million of residential real estate loans.

We purchase loan participations from other financial institutions and during the year ended December 31, 2023, we purchased $366.7 million of loan participations.

We purchase loan participations from other financial institutions.

As of December 31, 2024, the balance of loan participations purchased during the year then ended was $209.2 million.

As of December 31, 2024, we held loan participation interests, including SNCs, totaling $2.1 billion in loans originated by other lenders, consisting of $1.0 billion of commercial and industrial loan participations, $944.4 million of commercial real estate loan participations, $159.2 million of commercial construction loan participations, and less than $1.6 million of business banking loan participations.

In the third and

fourth quarters of 2023 we sold commercial and industrial loans totaling $214.2 million which were previously included in the SNC program portfolio.

Loan Approval Procedures and Authority

9 unchanged sentences

At December 31, 2024, our regulatory limit on loans-to-one borrower was $722.4 million.

As of December 31, 2023, our internal limits on loans-to-one borrower (and related entities), all of which are subject to industry-specific sub-limits, were:

• $50.0 million for commercial real estate loans;

• $125.0 million for commercial real estate relationships;

• $50.0 million for commercial and industrial relationships, including loans to non-profit entities;

• $75.0 million for loans to education entities with a risk rating between 1 and 7;

• $50.0 million for loans to education entities with a risk rating of 8 and above;

• $75.0 million for loans to healthcare entities with a risk rating between 1 and 4;

• $50.0 million for loans the healthcare entities with a risk rating of 5 and above;

Our internal loans-to-one borrower (and related entities) limits vary based upon factors such as loan type, industry, and risk rating.

As of December 31, 2024, our maximum internal limit on loans-to-one borrower (and related entities) was $125.0 million.

Aggregate exposure limits can be increased up to 10% on an exception basis with the approval of the Credit Committee, including the approval of the Chief Credit Officer and the Chief Commercial Banking Officer.

15 unchanged sentences

Interest rates on deposits are based on factors that include loan demand, deposit maturities, alternative costs of funds, and interest rates offered by competing financial institutions in our market area.

We believe we have been able to attract and maintain satisfactory levels of deposits based on the level of service

we provide to our customers, the convenience of our banking locations, our electronic banking options, and our interest rates, all of which are generally competitive with those of competing financial institutions.

We believe we have been able to attract and maintain satisfactory levels of deposits based on the level of service we provide to our customers, the convenience of our banking locations, our electronic banking options, and our interest rates, all of which are generally competitive with those of competing financial institutions.

We also participate in the IntraFi Network, which allows us to provide access to FDIC deposit insurance protection on deposits for consumers, businesses and public entities that exceed same-bank FDIC insurance thresholds.

1 unchanged sentence

As of December 31, 2024, we had repurchased $2.1 billion reciprocal deposits from other IntraFi Network banks and had no additional capacity.

In addition, we may purchase brokered certificates of deposit as an additional source of funds.

As of December 31, 2023, the balance of purchased brokered certificates of deposit was $50.0 million.

At December 31, 2024, total borrowings were $93.9 million.

4 unchanged sentences

As a member of the FHLBB, we are required to purchase shares in the FHLBB.

Accordingly, we had invested $5.9 million in shares of the FHLBB and had $17.7 million outstanding in FHLBB borrowings with original maturities ranging from 1 week to 20 years at December 31, 2023.

Accordingly, we had invested $5.9 million in shares of the FHLBB and had $17.6 million outstanding in FHLBB borrowings with original maturities ranging from 3 years to 20 years at December 31, 2024.

We had $2.4 billion of borrowing capacity remaining with the FHLBB at December 31, 2024.

See Note 10, “Borrowed Funds” within the Notes to the Consolidated Financial Statements included in Part II, Item 8 in this Annual Report on Form 10-K for more information regarding borrowings.

Eastern Wealth Management

Through Eastern Bank’s wealth management division, we offer a range of trust services, including managing customer investments, serving as custodian for customer assets, and providing other fiduciary services including serving as trustee and personal representative of estates.

Our clients include individuals, trusts, businesses, employer-sponsored retirement plans and charitable organizations.

Cambridge Trust Wealth Management

Through our wealth management division, which is now known as Cambridge Trust Wealth Management, we offer a range of wealth management and trust services, including managing customer investments, serving as custodian for customer assets, and providing other fiduciary services including serving as trustee and personal representative of estates.

clients include individuals, trusts, businesses, employer-sponsored retirement plans and charitable organizations.

Services offered include financial planning and portfolio management.

At December 31, 2023, Eastern Bank held $3.3 billion of assets in a fiduciary, custodial or agency capacity for customers.

At December 31, 2024, Cambridge Trust Wealth Management held $8.7 billion of assets in a fiduciary, custodial or agency capacity for customers.

These assets are not assets of Eastern Bank and therefore are not included in the Consolidated Balance Sheets included in this Annual Report on Form 10-K.

Eastern Wealth Management had 47 full-time equivalent employees as of December 31, 2023 and revenue of $24.3 million during the year ended December 31, 2023.

Our Cambridge Trust Wealth Management division had revenue of $46.1 million during the year ended December 31, 2024.

We are subject to the extensive regulatory framework applicable to bank holding companies, bank subsidiaries and their affiliates.

13 unchanged sentences

Eastern Bankshares, Inc.

is also subject to examination

by the Massachusetts Commissioner of Banks.

is also subject to examination by the Massachusetts Commissioner of Banks.

In addition, Eastern Bankshares, Inc.

34 unchanged sentences

As a result of the conversion of Eastern Bank Corporation, the predecessor holding company of Eastern Bank, from a mutual into a stock holding company in connection with our IPO (the “Conversion”), Eastern Bankshares, Inc.

may not declare or pay a cash dividend on, or repurchase any of its capital shares if

the effect thereof would cause its net worth to be reduced below (i) the amount required for the liquidation account established by Eastern Bankshares, Inc.

may not declare or pay a cash dividend on, or repurchase any of its capital shares if the effect thereof would cause its net worth to be reduced below (i) the amount required for the liquidation account established by Eastern Bankshares, Inc.

in connection with the IPO (“Liquidation Account”) or (ii) the regulatory capital requirements of Eastern Bankshares, Inc.

12 unchanged sentences

(to the extent applicable).

On September 7, 2022, we announced receipt of a notice of non-objection from the Federal Reserve Board for our most recent share repurchase program.

The program, which authorized the purchase of up to 8,900,000 shares, or 5.0% of our then-outstanding shares of common stock over a 12-month period, was limited to $200.0 million through August 31, 2023.

The program expired in August 2023.

We made no repurchases of shares during the year ended December 31, 2023.

On July 25, 2024, we announced the approval from our Board of Directors for our most recent share repurchase program.

The program, which authorized the purchase of up to 10,800,000 shares, or 5.0% of our then-outstanding shares of common stock over a 12-month period, is limited to $200.0 million through July 31, 2025.

Protection of Personal Information.

Massachusetts has adopted statutory and regulatory requirements intended to protect personal information.

The requirements are similar to federal laws such as the Gramm-Leach-Bliley Act, discussed below under “—Federal Bank Regulation—Privacy Regulations.” They require organizations to establish written information security programs to prevent identity theft and other fraud.

security programs to prevent identity theft and other fraud.

The Massachusetts regulation also contains technology system security requirements, especially for the encryption of personal information sent over wireless or public networks or stored on portable devices.

Parity Powers.

Massachusetts-chartered banks may, in accordance with Massachusetts law, exercise any power and engage in any activity that has been authorized for national banks, federal thrifts or state banks in a state other than Massachusetts, provided that the activity is permissible under applicable federal law and not specifically prohibited by Massachusetts law.

Such powers and activities must be subject to the same limitations and restrictions imposed on the national bank, federal thrift or out-of-state bank that exercised the power or activity.

12 unchanged sentences

The Massachusetts Commissioner of Banks may, under certain circumstances, suspend or remove officers or directors who have violated the law, conducted the bank’s business in a manner which is unsafe, unsound or contrary to the depositors’ interests or been negligent in the performance of their duties.

In addition, upon finding that a bank has engaged in an unfair or

deceptive act or practice, the Massachusetts Commissioner of Banks may issue an order to cease and desist and impose a fine on the bank concerned.

In addition, upon finding that a bank has engaged in an unfair or deceptive act or practice, the Massachusetts Commissioner of Banks may issue an order to cease and desist and impose a fine on the bank concerned.

Massachusetts consumer protection and civil rights statutes applicable to Eastern Bank permit private individual and class action lawsuits and provide for the rescission of consumer transactions, including loans, and the recovery of statutory and punitive damage and attorney’s fees in the case of certain violations of those statutes.

Massachusetts has other statutes and regulations that are similar to the federal provisions discussed below.

New Hampshire Banking Laws and Supervision

Eastern Bank's subsidiary, Cambridge Trust Company of New Hampshire, Inc., a New Hampshire state-chartered non-depository trust company, is subject to supervision, periodic examination, and regulation by The State of New Hampshire Banking Department.

Federal Bank Regulation

57 unchanged sentences

Transactions between banks and their affiliates are governed by federal law.

An affiliate of a bank is any company or entity that controls, is

controlled by or is under common control with the bank.

An affiliate of a bank is any company or entity that controls, is controlled by or is under common control with the bank.

In a holding company context, the parent bank holding company and any companies which are controlled by such parent holding company are affiliates of the bank (although subsidiaries of the bank itself, except financial subsidiaries, are generally not considered affiliates).

5 unchanged sentences

Sections 22(h) and (g) of the Federal Reserve Act place restrictions on loans to a bank’s insiders, i.e., executive officers, directors and principal shareholders.

Under Section 22(h) of the Federal Reserve Act, loans to a director, an executive officer and to a greater than 10.0% shareholder of a financial institution, and certain affiliated interests of these, together with all other outstanding loans to such person and affiliated interests, may not exceed specified limits.

all other outstanding loans to such person and affiliated interests, may not exceed specified limits.

Section 22(h) of the Federal Reserve Act also requires that loans to directors, executive officers and principal shareholders be made on terms and conditions substantially the same as offered in comparable transactions to persons who are not insiders and also requires prior board approval for certain loans.

24 unchanged sentences

The final rule set an effective date of April 1, 2024, with special assessments collected beginning with the first quarterly assessment period of 2024 (i.e., January 1 through March 31, 2024, with an invoice payment date of June 28, 2024).

We recognized the special assessment estimate of $10.8 million in full upon finalization of the rule in fourth quarter of 2023.

In June 2024, we received the FDIC's additional special assessment invoice, which included an incremental assessment amount of $1.9 million.

We recorded this amount during the second quarter of 2024.

The FDIC has authority to further increase insurance assessments.

18 unchanged sentences

Eastern Bank’s most recent 2022 CRA performance rating under Massachusetts law was “Outstanding.”

On October 24, 2023, the FDIC, the Office of the Comptroller of the Currency (the “OCC”), and the Federal Reserve Board jointly issued a final rule that makes comprehensive amendments to the FDIC’s regulation implementing the CRA.

The amendments will change the ways that the agencies evaluate the engagement by Eastern Bank and other banks with assets of $2 billion or more with LMI individuals and communities, small businesses, and small farms, including conducting separate assessments of such banks’ activities using four tests:

(1) retail lending, (2) retail services and products, (3)

community development financing, and (4) community development services.

(1) retail lending, (2) retail services and products, (3) community development financing, and (4) community development services.

The amendments will update the CRA regulations to evaluate CRA performance outside traditional assessment areas generated by the growth of non–branch delivery systems, such as online and mobile banking.

The amendments also will require Eastern Bank and other banks with assets of $2 billion or more large banks to delineate their geographic CRA assessment areas on the basis of full counties, metropolitan divisions, or metropolitan statistical areas.

The final rule generally takes effect on April 1, 2024, with certain provisions becoming effective on January 1, 2026, and January 1, 2027.

The amendments also will require Eastern Bank and other banks with assets of $2 billion or more to delineate their geographic CRA assessment areas on the basis of full counties, metropolitan divisions, or metropolitan statistical areas.

The final rule generally took effect on April 1, 2024, with certain provisions becoming effective on January 1, 2026, and January 1, 2027.

Compensation Practices.

42 unchanged sentences

The FHLB provides a central credit facility primarily for member institutions.

Members of the FHLB are required to acquire and hold shares of capital shares in the FHLB bank of which they are a member.

Members of the FHLB are required to acquire and hold shares of capital stock in the FHLB bank of which they are a member.

Eastern Bank acquired capital shares in the FHLBB and was in compliance with this requirement at December 31, 2024.

59 unchanged sentences

is not a “bank holding company” under the Massachusetts banking laws, because Eastern Bank is our sole bank subsidiary.

In connection with our pending acquisition of Cambridge Bancorp and its wholly owned depository subsidiary Cambridge Trust Company, we may elect to operate Cambridge Trust Company as a separate bank subsidiary for a relatively brief period, in which case Eastern Bankshares, Inc.

In connection with any future acquisitions, we may elect to operate the acquired bank as a separate bank subsidiary for a relatively brief period, in which case Eastern Bankshares, Inc.

would be subject to regulation as a bank holding company for purposes of Massachusetts law.

Our pending acquisition of Cambridge Bancorp and Cambridge Trust Company remains subject to the receipt of regulatory approvals and the approvals of the shareholders of Eastern Bankshares, Inc.

and Cambridge Bancorp.

Federal Securities Laws

42 unchanged sentences

In addition, Eastern Bank may face formal administrative enforcement actions from its federal and other governmental supervisory agencies, including the assessment of civil monetary penalties and restitution, relating to consumer products, and could also face potential civil litigation.

We have received demand letters from purported shareholders generally alleging that the registration statement we initially filed with the SEC on November 13, 2023 to register the shares of our common stock that we expect to issue upon the acquisition of Cambridge Bancorp, and the related joint proxy statement/prospectus, dated January 16, 2024, for our special meeting of shareholders on February 28, 2024, omits material information in violation of the federal securities laws.

The shareholders have demanded disclosure of certain additional information pertaining to certain financial projections for each of us and Cambridge, certain information with respect to the analysis and opinion of our financial advisors, and other requested disclosures.

We received four demand letters in November 2023 prior to the date of the joint proxy statement/prospectus, and we received four other demand letters in February 2024 after we distributed the joint proxy statement/prospectus.

We believe that the allegations in the demand letters are meritless and no additional disclosure was or is required in this joint proxy statement/prospectus.

However, in order to avoid nuisance, cost and distraction, and to preclude any efforts to delay the closing of the merger, we and Cambridge voluntarily made additional disclosures in the definitive joint proxy statement/prospectus dated January 16, 2024, including supplemental disclosure contained in our Current Report on Form 8-K dated February 20, 2024.

To the extent that we acquire other companies, including Cambridge Bancorp and its subsidiary Cambridge Trust Company, our business may be negatively impacted by certain risks inherent with such acquisitions, including assumption of or potential exposure to significant liabilities of the acquired business, some of which may be unknown or contingent at the time of acquisition, including, without limitation, liabilities for regulatory and compliance issues.

To the extent that we acquire other companies, our business may be negatively impacted by certain risks inherent with such acquisitions, including assumption of or potential exposure to significant liabilities of the acquired business, some of which may be unknown or contingent at the time of acquisition, including, without limitation, liabilities for regulatory and compliance issues.

For further information regarding risks related to regulatory actions and litigation, please refer to “Risk Factors—Risks Related to Our Business—Operational risks are inherent in our businesses,” “Risk Factors—Risks Related to Regulations” in Part I, Item 1A of this Annual Report on Form 10-K.

Human Capital Management

Diversity, Equity & Inclusion (DE&I)

The Company, which employed 1,744 employees as of December 31, 2023, including 1,562 full-time employees, is deeply committed to having a diverse workforce reflective of the communities we serve, where all feel included and supported.

We seek to build and sustain diversity, equity and inclusion (“DEI”) as a critical aspect of our work and workplace environment, which we believe makes us a better employer, provider of services to our customers, member of our communities and investment for our shareholders.

The Company has long been committed to and recognized as a leader in DEI, as evidenced by:

• Our diverse Board of Directors.

DEI starts with our diverse Board of Directors, which has long been led by professionals of color, including Lead Director Deborah Jackson.

Overall, 54% of our Board of Directors is

comprised of women and people of color.

In 2023, two women with valuable banking, risk management and audit experience joined our Board of Directors.

• Our DEI Governance.

Each committee of the Board, including the Compensation and Human Capital Management, Nominating and Governance, Audit and Risk Management Committees, has oversight of aspects of the Company’s DEI strategic priorities.

We also have a DEI Executive Committee led by the Chief Executive Officer, as well as a DEI Steering Committee comprised of executives, leaders of our employee resource groups and outside professionals.

• Our diverse leadership team.

Our Management Committee, which plays a key role in managing the Company, is comprised of 12 executives, about 50% of whom are women and/or people of color, including our President, Quincy Miller, and Sujata Yadav, Executive Vice President and Chief Marketing Officer and the first woman of color to serve on this leadership team.

• Our history.

Our first customer was a woman, and for over 200 years women have played a key role in our Company’s success.

Women comprise 65% of our total workforce.

• Our record of being and recognition as a DEI leader.

We received the 2023 National Association of Corporate Directors (NACD) Diversity, Equity & Inclusion Award in the Public Company – Small Cap Category.

The annual award recognizes boards that have improved their governance and created long-term value for stakeholders by implementing forward-thinking DE&I practices.

We were also recognized as a “Best Place to Work” for LGBTQ+ equality by the Human Rights Campaign for the 10th consecutive year.

Our long-standing support through the years includes being the first company in the country to sign the Gay and Lesbian Alliance Against Defamation’s amicus brief that asked the U.S.

Supreme Court to strike down the Defense of Marriage Act.

We offer comprehensive transgender-inclusive healthcare coverage, including coverage for treatments and services related to sex affirmation or reassignment.

We also are a founding member of the Massachusetts LGBT Chamber of Commerce and the LGBT Business Network, working to promote opportunities for LGBT-owned businesses, corporations and professionals.

• Our 11 employee resource groups (“ERGs”).

Each group has an executive sponsor and serves as a source of support and inclusion for colleagues.

The groups also provide guidance to leadership, with ERG leaders serving on our DEI Steering Committee.

ERG highlights in 2023 include:

◦ Our Black Professional Alliance group spearheaded our colleagues’ participation in volunteerism, events, and activities for the historic 114th National Association for the Advancement of Colored People National Convention held in Boston.

◦ Our disAbility Advocacy Alliance network led a panel discussion focused on recognizing barriers and building bridges to inclusion.

The panelists shared personal stories, views and perspectives on the importance of disability inclusion.

◦ Our Latinos In Action group led a number of colleague development sessions, including engagement activities celebrating diversity, inclusion and intersectionality;

◦ Throughout the year, our Heart of Eastern Volunteer group organized and supported various volunteer activities in our communities including:

women's rights, voting, nonprofit management, faith and fellowship, LGBTQ+ rights, children and families, and financial literacy.

◦ As part of our Black History Month celebration, our Black Professional Alliance and Military Veterans and Families Network organized a fireside chat with one of the last surviving Tuskegee Airmen, Brigadier General Enoch “Woody” Woodhouse, and Chair & CEO Bob Rivers.

◦ Our Asian American Professional Collective competed in the Annual Dragon Boat Race during the Boston Hong Kong Dragon Boat Festival.

The network has participated in this event since 2016.

◦ Equality Under the Blue organized colleague participation in five Pride events across different cities in Massachusetts.

Additionally, they hosted a panel discussion in partnership with the Young Professionals Coalition where our colleagues discussed their personal stories about coming out at work.

• The ERGs reflect the diversity of our workforce and the communities we serve, and include:

◦ Asian American Professional Collective;

◦ Black Professional Alliance;

◦ Latinos in Action;

◦ disAbility Advocacy Alliance;

◦ Equality Under the Blue (LGBTQ+);

◦ Sustainability Network (environment);

◦ Heart of Eastern (volunteerism);

◦ Parenting Networking Group;

◦ Military Veterans and Families Network;

◦ Women’s Interest Network;

◦ Young Professionals Network.

We are proud of our longstanding commitment to DEI and continue to focus on this core value.

In 2023, we continued to implement our “Road to Equity” action plan that was launched in 2021, which reflects efforts to increase DEI across the Company, including talent acquisition, retention and development, supplier diversity, products and services, and philanthropic support from the Eastern Bank Foundation.

In 2023, we published our first comprehensive DEI report, covering elements of our strategy, metrics and progress.

Our senior management set key objectives to help drive an enhanced focus on DEI, including measuring and reporting progress on DEI goals related to human capital management, supplier diversity and philanthropic spend in underserved communities.

We also continued to invest in programs and trainings to further support the Road to Equity, with a focus on building inclusion through our ERGs.

In April 2023, we led a month-long anti-racism campaign, sharing curated content and facilitating discussions among colleagues.

We expanded focus group discussions with our ERGs facilitated by our independent DEI consultant on inclusion and belonging to strengthen our culture across all employees.

We continued to track supplier diversity across all divisions in our Company.

In 2023, the newly formed Equity Alliance for Business, a team dedicated to providing business products and services to historically underserved business owners, implemented a special purpose credit program and other resources for underserved businesses in our communities.

In 2023, we continued to bring talent into our Company that reflects the communities we serve.

Management partners with external organizations to develop diverse candidate pipelines, regularly reports on diverse hiring to the Board of Directors and the Compensation and Human Capital Management Committee, and has a talent acquisition team comprised of diverse colleagues.

In 2023, despite a slowdown in hiring due to reduced turnover and the planned merger with Cambridge, 49% of new hires were racially diverse and 58% of new hires were women.

Our hiring at the Vice President and above level continues to be a focus area.

In 2023, 22% of our hires at those senior levels were racially diverse, and 48% were women.

We provide DEI training across all divisions with the assistance and leadership of experienced external DEI professionals.

This has included training on our DEI strategy for all employees;

a live facilitated discussion called Understanding Racism offered to all employees;

and a workshop focused on understanding and preventing microaggressions.

The tables below depict our demographics as of December 31, 2023 for our Board of Directors, our Management Committee (which consists of our most senior executive leaders), our total workforce, and new hires in 2023:

2023 Board of Directors

Gender Race & Ethnicity

Female Male Not Disclosed Total Asian Black Latinx Not Disclosed Other POC White Total

5 8 — 13 1 2 1 — — 9 13

38.5% 61.5% —% 100.0% 7.7% 15.4% 7.7% —% —% 69.2% 100.0%

2023 Management Committee

Gender Race & Ethnicity

Female Male Not Disclosed Total Asian Black Latinx Not Disclosed Other POC White Total

5 7 — 12 1 1 — — — 10 12

41.7% 58.3% —% 100.0% 8.3% 8.3% —% —% —% 83.4% 100.0%

2023 Total Workforce

Gender Race & Ethnicity

Female Male Non-binary Total Asian Black Latinx Not Disclosed Other POC White Total

1,138 600 6 1,744 166 136 266 35 30 1,111 1,744

65.3% 34.4% 0.3% 100.0% 9.5% 7.8% 15.3% 2.0% 1.7% 63.7% 100.0%

2023 New Hires (2023 new hires employed as of 12/31/23)

Gender Race & Ethnicity

Female Male Non-Binary Total Asian Black Latinx Not Disclosed Other POC White Total

119 80 2 201 17 21 54 2 3 104 201

59.2% 39.8% 1.0% 100.0% 8.5% 10.4% 26.9% 1.0% 1.5% 51.7% 100.0%

Human Capital Management has always been at the heart of our Company.

We are deeply committed to having a highly talented workforce reflective of the communities we serve, where all employees feel included and where our customers’ needs are met.

The Company employed 1,998 employees as of December 31, 2024, including 1,813 full-time employees.

Our employee-centric work environment helps ensure that our top talent is retained.

We continue to offer flexible work arrangements to both attract and retain top talent, appreciating that our workplace flexibility and culture are key differentiators.

With much of our top talent concentrated in our hybrid workforce, we believe that continuing to allow flexible work arrangements helps ensure that our talent grows with us.

We also believe that our culture drives a high performing workplace where everyone can succeed.

We were recognized as a 2024 Best Place to Work for Disability Inclusion by the Disability:

In Equality Index and as a “2024 Best Place for Working Parents.” We were also recognized in 2024 as a “Best Place to Work” for LGBTQ+ equality by the Human Rights Campaign for the 11th consecutive year.

Employee Engagement

We engage our employees in formal and informal ways.

We have 12 employee resource groups (“ERGs”) that reflect our workforce and the communities we serve.

The ERGs, which are open to everyone, help ensure that our workforce is inclusive of all employees.

Each group serves as a source of professional networking, community building and engagement for all colleagues.

We are dedicated to engaging our workforce to better understand how we can improve our culture and workplace.

In 2024, we virtually hosted 8 Town Hall meetings, led by the Executive Chair.

At each meeting, employees were able to ask questions anonymously and engage directly with the Executive Chair and Senior Executives.

We also engage our employees through more formal and informal measures.

In 2024, we conducted our large-scale annual employee engagement survey, with strong results that surpass our financial services benchmark:

• 92% of employees responded to our survey

• 89% of employees reported they were proud to work for Eastern

• 88% of employees are positively engaged

• 87% reported they are able to be themselves at work

We continued to enhance our onboarding program to ensure that our new colleagues from Cambridge Trust quickly acclimated into our Company, culture and their role in driving success.

We undertook a comprehensive onboarding survey of these new colleagues to identify opportunities for additional training and to ensure they understood their role in the combined Company to help drive growth.

All new employees are invited to small group sessions with our Executive Chair to strengthen ties to leadership, our customers and the Company.

In 2024, we continued supporting our employees’ commitment

to engage with our customers and our communities by offering paid time off to volunteer.

In addition, many of our departments engage in group volunteer events at our non-profit customers and community partners as part of our team building.

In recognition of our community support, we were named among the top 10 most charitable organizations in Massachusetts for the 12th year by the Boston Business Journal.

We also strive to engage employees during their most difficult times.

In 2024, we continued to support a fund that provides cash grants to eligible employees experiencing an unexpected financial hardship.

These grants provide a lifeline during a crisis for impacted recipients and the fund itself is highly valued by our colleagues.

Understanding the impact of personal loss on our colleagues, we provide paid time off for colleagues who experience a pregnancy loss or unsuccessful in vitro fertilization (IVF) treatment.

With our merger with Cambridge Trust in 2024, we continued to bring high performing talent into our Company that reflects the communities we serve.

Management partners with external organizations to develop candidate pipelines, regularly reports on hiring to the Board of Directors and the Compensation and Human Capital Management Committee and has a talent acquisition team comprised of dedicated colleagues who bring our inclusive values to bear in our recruiting efforts.

Pay & Benefits

Our compensation and benefits programs are designed to attract, motivate and retain talent to achieve short-term and long-term goals through the implementation of sound compensation principles and policies.

For compensation, this includes paying for performance, and ensuring equity, fairness and nondiscrimination in pay as well as compensation risk mitigation.

For compensation, this includes paying for performance, and ensuring fairness and nondiscrimination in pay as well as compensation risk mitigation.

To help ensure pay equity, we conduct pay equity analyses on an annual basis with the assistance of external advisors.

7 unchanged sentences

tuition reimbursement;

Employee Assistance Program;

and wellness programming.

Among other benefits, in 2023, we offered our employees three separate retirement benefits:

a defined pension benefit plan, a 401(k) contribution, and an employee stock ownership plan (“ESOP”) through which Company stock is allocated to all eligible employees (based on age and hours worked).

Employee Engagement

We are dedicated to engaging our workforce to better understand how we can improve our culture and workplace.

In 2023, we virtually hosted six Town Hall meetings, led by the CEO.

At each meeting, employees were able to ask questions anonymously and engage directly with the CEO and Management Committee members.

We also engage our employees through more formal and informal measures.

In 2023, we did not conduct our large-scale annual employee engagement survey due to the transition from our Company of over 400 colleagues from Eastern Insurance Group LLC.

Instead, we conducted more targeted engagement, including a pilot of engagement interviews, along with a survey of high performing talent that joined the Company during the “Covid years.” 93% reported they felt respected by team members and 90% reported their performance was appropriately rewarded.

The number one retention factor was work life balance, with employees who have flexibility in their schedules identifying that as a key reason to remain at our Company.

Two of our ERGs also participated in small group engagement discussions with our external DEI consultant to help us enhance inclusion and belonging at work.

We continued to enhance our onboarding program to ensure that new colleagues more quickly acclimate into our Company, culture and their role.

Our CEO holds small group sessions with new employees to strengthen their ties to leadership and the Company.

We use onboarding and offboarding engagement surveys.

For onboarding, we engage with newly hired employees at the 30 day and 90 day marks to understand how they are integrating into the Company and how the Company can improve the onboarding process.

For offboarding, we survey colleagues to better understand why they left the Company.

We believe these efforts provide data that can help us improve the overall employee experience at our Company and deepen engagement and retention.

In 2023, we continued supporting our employees’ commitment to engage with the communities by offering paid time off to volunteer.

We were named among the top 10 most charitable organizations in Massachusetts for the 11th year by the Boston Business Journal.

We also strive to engage employees during their most difficult times.

In 2023, we continued to support a fund that provides cash grants to eligible employees experiencing an unexpected financial hardship.

These grants provide a lifeline during a crisis for impacted recipients and the fund itself is highly valued by our colleagues.

During this past year, we also expanded our grief and loss policy to provide paid time off for the death of non-immediate family members including nieces, nephews and household members.

The policy also now provides paid time off for women who experience a pregnancy loss or unsuccessful in vitro fertilization (IVF) treatment.

In 2023, turnover was not a challenge for our Company, with turnover returning to a normalized, healthy rate.

and an Employee Assistance Program.

We also offer a comprehensive portfolio of wellness offerings supporting our employees’ mental, physical, emotional, and financial health.

Among other benefits, in 2024, we offered our employees three separate retirement benefits, which we believe helps us attract and retain top talent:

Employee Turnover

In 2024, turnover was at a normalized, healthy rate.

Nonetheless, we continued to focus on development plans for high performing talent, with an emphasis on retention risk mitigation.

We believe the 2022 change to offer three weeks of vacation has also helped with talent retention.

Finally, our succession planning, particularly in our Commercial Credit and Lending Groups, has enabled us to further strengthen and engage our next generation of leaders.

The successful integration of the Cambridge Trust talent, including our new Chief Executive Officer, has enabled us to further strengthen the Company.

Intellectual Property

3 unchanged sentences

Available Information

We file annual, quarterly, and current reports, proxy statements and other information required by the Securities Exchange Act of 1934, as amended (“Exchange Act”), with the Securities and Exchange Commission (“SEC”).

We file annual, quarterly, and current reports, proxy statements and other information required by the Exchange Act with the SEC.

Our SEC filings are available to the public from the SEC’s internet site at www.SEC.gov.

2 unchanged sentences

Paper copies of all such filings are available free of charge by request via email (investor.relations@easternbank.com), telephone (781-598-7920) or mail (Eastern Bankshares, Inc.

Investor Relations at 265 Franklin Street, Boston, MA 02110).

Investor Relations at 125 High Street, Boston, MA 02110).

The information contained or incorporated on our website is not a part of this Annual Report on Form 10-K.

3 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.

What changed 10-K

Item 1. Business