BHRB / Burke & Herbert Financial Services Corp. - SEC-Einreichungen, Jahresbericht, Proxy Statement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00

BURKE & HERBERT FINANCIAL SERVICES CORP. 2019 STOCK INCENTIVE PLAN NOTICE OF RESTRICTED STOCK UNIT AWARD

Exhibit 10.6 BURKE & HERBERT FINANCIAL SERVICES CORP. 2019 STOCK INCENTIVE PLAN NOTICE OF RESTRICTED STOCK UNIT AWARD Grantee’s Name and Address: You (the “Grantee”) have been granted an award of Restricted Stock Units (the “Award”), subject to the terms and conditions of this Notice of Restricted Stock Unit Award (the “Notice”), the Burke & Herbert Financial Services Corp. 2019 Stock Incentive Pl

EMPLOYMENT AGREEMENT

Exhibit 10.1 Execution Version EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is dated as of August 24, 2023 (the “Signing Date”) by and between Burke & Herbert Bank & Trust Company, a Virginia community bank (the “Bank”), and Bradford Ritchie (“Executive”). This Agreement collectively refers to the Bank and Executive as the “Parties,” and separately may refer to any one of the

EMPLOYMENT AGREEMENT

Exhibit 10.2 Execution Version EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is dated as of August 24, 2023 (the “Signing Date”) by and between Burke & Herbert Bank & Trust Company, a Virginia community bank (the “Bank”), and Robert S. Tissue (“Executive”). This Agreement collectively refers to the Bank and Executive as the “Parties,” and separately may refer to any one of the

BURKE & HERBERT FINANCIAL SERVICES CORP. 2023 STOCK INCENTIVE PLAN NOTICE OF GRANT OF PERFORMANCE RESTRICTED STOCK UNITS AWARD

Exhibit 10.7 BURKE & HERBERT FINANCIAL SERVICES CORP. 2023 STOCK INCENTIVE PLAN NOTICE OF GRANT OF PERFORMANCE RESTRICTED STOCK UNITS AWARD Burke & Herbert Financial Services Corp., pursuant to its 2023 Stock Incentive Plan (the “Plan”), hereby grants to the individual listed below (the “Participant”) this award of Performance Restricted Stock Units. The Performance Restricted Stock Units describe

AMENDED & RESTATED BURKE & HERBERT FINANCIAL SERVICES CORP. Effective as May 1, 2026 ARTICLE I OFFICES

Exhibit 3.1 AMENDED & RESTATED BYLAWS OF BURKE & HERBERT FINANCIAL SERVICES CORP. Effective as May 1, 2026 ARTICLE I OFFICES SECTION 1. Principal Office. The principal office of the Corporation shall be located at the Main Office at the southeast intersection of King Street and Fairfax Street in the City of Alexandria, Virginia. The Board of Directors shall have the power and authority to change t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 1, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financ

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 1, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 001-

VIRGINIA PARTNERS BANK 2015 INCENTIVE STOCK PLAN (Effective April 28, 2015) ARTICLE I Establishment, Purpose, and Duration

Exhibit 10.3 VIRGINIA PARTNERS BANK 2015 INCENTIVE STOCK PLAN (Effective April 28, 2015) ARTICLE I Establishment, Purpose, and Duration 1.1Establishment of the Plan. Virginia Partners Bank, a state banking association formed under the laws of the Commonwealth of Virginia (the “Company”), hereby establishes its incentive compensation plan for the Company and its Subsidiaries. The plan shall be know

LINKBANCORP, INC. 2022 EQUITY INCENTIVE PLAN ARTICLE 1 - GENERAL

Exhibit 10.1 LINKBANCORP, INC. 2022 EQUITY INCENTIVE PLAN ARTICLE 1 - GENERAL Section 1.1 Purpose, Effective Date and Term. The purpose of this LINKBANCORP, Inc. 2022 Equity Incentive Plan (the “Plan”) is to promote the long-term financial success of LINKBANCORP, Inc. (the “Company”), and its Subsidiaries, including The Gratz Bank (the “Bank”) by providing a means to attract, retain and reward ind

NON-DISCLOSURE AND RESTRICTIVE COVENANT AGREEMENT

Exhibit 10.2 EXHIBIT A NON-DISCLOSURE AND RESTRICTIVE COVENANT AGREEMENT This Agreement (“Agreement”) is dated as of December 18, 2025 (the “Signing Date”) by and between Burke & Herbert Bank & Trust Company, a Virginia community bank (the “Bank”), and Carl Lundblad (“Employee”). This Agreement collectively refers to the Bank and Employee as the “Parties,” and separately may refer to any one of th

EMPLOYMENT AGREEMENT

Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is dated as of December 18, 2025 (the “Signing Date”) by and between Burke & Herbert Bank & Trust Company, a Virginia community bank (the “Bank”), and Carl Lundblad (“Employee”). This Agreement collectively refers to the Bank and Employee as the “Parties,” and separately may refer to any one of the Parties as a “Party.”

Burke & Herbert Financial Services Corp. Completes Merger with LINKBANCORP, Inc.

Exhibit 99.1 Burke & Herbert Financial Services Corp. Completes Merger with LINKBANCORP, Inc. May 1, 2026 ALEXANDRIA, Va. May 1, 2026 /Globe Newswire/ - Burke & Herbert Financial Services Corp. (“Burke & Herbert”) (Nasdaq: BHRB) today announced the completion of the merger of LINKBANCORP, Inc. ( “LNKB”) with and into Burke & Herbert and the merger of LINKBANK with and into Burke & Herbert Bank & T

LINKBANCORP 2019 EQUITY INCENTIVE PLAN Article 1– GENERAL

Exhibit 10.2 LINKBANCORP 2019 EQUITY INCENTIVE PLAN Article 1– GENERAL Section 1.1Purpose, Effective Date and Term. The purpose of the LINKBANCORP 2019 Equity Incentive Plan (the “Plan”) is to promote the long-term financial success of LINKBANCORP, Inc. (the “Company”), and its Subsidiaries, including LINKBANK (the “Bank”), by providing a means to attract, retain and reward individuals who contrib

As filed with the Securities and Exchange Commission on May 1, 2026

As filed with the Securities and Exchange Commission on May 1, 2026 Registration No.

Calculation of Filing Fee Tables Form S-8 (Form Type) Burke & Herbert Financial Services Corp. (Exact Name of Registrant as Specified in its Charter)

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Burke & Herbert Financial Services Corp.

ARS

2025 ANNUAL REPORT Driven by our values, we endeavor to be your quintessential community bank – delivering service beyond expectations.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

1 April 2026 1Q26 Update (Nasdaq: BHRB) 2 Cautionary Statement Regarding Forward-Looking Information Cautionary Note regarding Forward Looking Statements This presentation includes “forward-looking statements” within the meaning of the Private Securi

a1q26investordeck2026042 1 April 2026 1Q26 Update (Nasdaq: BHRB) 2 Cautionary Statement Regarding Forward-Looking Information Cautionary Note regarding Forward Looking Statements This presentation includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 23, 2026 Date of Report (date of earliest event reported) Burke & Herbert Fin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 23, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 0

Burke & Herbert Financial Services Corp. Announces First Quarter 2026 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces First Quarter 2026 Results and Declares Common Stock Dividend For Immediate Release April 23, 2026 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter ended March 31, 2026. In addition, at its meeting on April 23, 2026, the board of directors decla

Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. Announce Receipt of Regulatory Approvals and Closing Date for Merger

Exhibit 99.1 Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. Announce Receipt of Regulatory Approvals and Closing Date for Merger April 13, 2026 ALEXANDRIA, Va. and CAMP HILL, PA., /Globe Newswire/ - Burke & Herbert Financial Services Corp. ("Burke & Herbert") (Nasdaq: BHRB) and LINKBANCORP, Inc. (“LINK”) (Nasdaq: LNKB) today announced receipt of all required regulatory approvals or

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 13, 2026 Date of Report (date of earliest event reported) Burke & Herbert Fin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 13, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 0

Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. Announce Receipt of Shareholder Approval for Merger

Exhibit 99.1 Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. Announce Receipt of Shareholder Approval for Merger March 25, 2026 ALEXANDRIA, VA and CAMP HILL, PA /GLOBE NEWSWIRE/ - Burke & Herbert Financial Services Corp. ("Burke & Herbert") (Nasdaq: BHRB) and LINKBANCORP, Inc. (“LINK”) (Nasdaq: LNKB) today announced that at special meetings of their respective shareholders held on M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 25, 2026 Date of Report (date of earliest event reported) Burke & Herbert Fin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 25, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 0

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 25, 2026 Date of Report (date of earliest event reported) Burke & Herbert Fin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 25, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 0

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 25, 2026 Date of Report (date of earliest event reported) Burke & Herbert Fin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 25, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 0

Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. Announce Receipt of Shareholder Approval for Merger

Exhibit 99.1 Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. Announce Receipt of Shareholder Approval for Merger March 25, 2026 ALEXANDRIA, VA and CAMP HILL, PA /GLOBE NEWSWIRE/ - Burke & Herbert Financial Services Corp. ("Burke & Herbert") (Nasdaq: BHRB) and LINKBANCORP, Inc. (“LINK”) (Nasdaq: LNKB) today announced that at special meetings of their respective shareholders held on M

Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. Announce Receipt of Shareholder Approval for Merger

Exhibit 99.1 Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. Announce Receipt of Shareholder Approval for Merger March 25, 2026 ALEXANDRIA, VA and CAMP HILL, PA /GLOBE NEWSWIRE/ - Burke & Herbert Financial Services Corp. ("Burke & Herbert") (Nasdaq: BHRB) and LINKBANCORP, Inc. (“LINK”) (Nasdaq: LNKB) today announced that at special meetings of their respective shareholders held on M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 9, 2026 Date of Report (date of earliest event reported) Burke & Herbert Fina

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 9, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 00

Consent of Person Named as About to Become Director

Exhibit 99.1 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of LINKBANCORP, Inc. (“LNKB”) with and into Burke & Herbe

Consent of Person Named as About to Become Director

Exhibit 99.1 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of LINKBANCORP, Inc. (“LNKB”) with and into Burke & Herbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 9, 2026 Date of Report (date of earliest event reported) Burke & Herbert Fina

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 9, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 00

Consent of Person Named as About to Become Director

Exhibit 99.2 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of LINKBANCORP, Inc. (“LNKB”) with and into Burke & Herbe

Consent of Person Named as About to Become Director

Exhibit 99.1 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of LINKBANCORP, Inc. (“LNKB”) with and into Burke & Herbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 9, 2026 Date of Report (date of earliest event reported) Burke & Herbert Fina

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 9, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 00

Consent of Person Named as About to Become Director

Exhibit 99.2 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of LINKBANCORP, Inc. (“LNKB”) with and into Burke & Herbe

Consent of Person Named as About to Become Director

Exhibit 99.2 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of LINKBANCORP, Inc. (“LNKB”) with and into Burke & Herbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-416

To the Shareholders of Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. MERGER PROPOSED — YOUR VOTE IS VERY IMPORTANT

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(3)  Registration No. 333-292956 To the Shareholders of Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. MERGER PROPOSED — YOUR VOTE IS VERY IMPORTANT On behalf of the boards of directors of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) and LINKBANCORP, Inc. (“LNKB”), we are pleased to enclose the accompanying joint proxy

0 ------------------ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ---------------- 14475 BURKE & HERBERT FINANCIAL SERVICES CORP. Proxy for Special Meeting of Shareholders on March 25, 20

Exhibit 99.1 SPECIAL MEETING OF SHAREHOLDERS OF BURKE & HERBERT FINANCIAL SERVICES CORP. March 25, 2026 Please sign, date and mail your proxy card in the envelope provided as soon as possible. Signature of Shareholder Date: Signature of Shareholder Date: Note: Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When signing as exec

0 ------------------ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ---------------- 14475 LINKBANCORP, INC. Proxy for Special Meeting of Shareholders on March 25, 2026 Solicited on Behalf

Exhibit 99.2 SPECIAL MEETING OF SHAREHOLDERS OF LINKBANCORP, INC. March 25, 2026 NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIAL: The Notice and Joint Proxy Statement/Prospectus and proxy card are available at www.astproxyportal.com/ast/26438/special Please sign, date and mail your proxy card in the envelope provided as soon as possible. Signature of Shareholder Date: Signature of Shareholder Da

As filed with the Securities and Exchange Commission on January 29, 2026

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 29, 2026 Registration No.

Burke & Herbert Financial Services Corp. 100 S. Fairfax Street Alexandria, VA 22314 January 29, 2026

Burke & Herbert Financial Services Corp. 100 S. Fairfax Street Alexandria, VA 22314 January 29, 2026 BY EDGAR TRANSMISSION U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 RE: Burke & Herbert Financial Services Corp. Registration Statement on Form S-4 (Registration No. 333-262956) Request for Acceleration of Effectiveness Ladies and Ge

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 22, 2026 Date of Report (date of earliest event reported) Burke & Herbert F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 22, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

LETTER

January 27, 2026 David P. Boyle Chief Executive Officer Burke & Herbert Financial Services Corp. 100 S. Fairfax Street Alexandria, VA 22314 Re: Burke & Herbert Financial Services Corp. Registration Statement on Form S-4 Filed January 26, 2026 File No. 333-292956 Dear David P. Boyle: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rul

Security Type

Calculation of Filing Fee Tables S-4 Burke & Herbert Financial Services Corp. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number

As filed with the Securities and Exchange Commission on January 26, 2026

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 26, 2026 Registration No.

CONSENT OF STEPHENS INC.

Exhibit 99.4 CONSENT OF STEPHENS INC. We hereby consent to the inclusion of our opinion letter to the Board of Directors of LINKBANCORP, Inc. (the “Company”), as Annex C to the Proxy Statement/Prospectus relating to the proposed merger of the Company. with and into Burke & Herbert Financial Services Corp. contained in the Registration Statement on Form S-4, as filed with the Securities and Exchang

CONSENT OF KEEFE, BRUYETTE & WOODS, INC.

Exhibit 99.3 CONSENT OF KEEFE, BRUYETTE & WOODS, INC. We hereby consent to the inclusion of our opinion letter to the Board of Directors of Burke & Herbert Financial Services Corp. (“Burke & Herbert”), as Annex B to the Joint Proxy Statement/Prospectus which forms a part of the Registration Statement on Form S-4 filed on the date hereof (the “Registration Statement”) relating to the proposed merge

1 January 2026 4Q25 Update (Nasdaq: BHRB) 2 Cautionary Statement Regarding Forward-Looking Information Cautionary Note Regarding Forward Looking Statements This presentation includes “forward-looking statements” within the meaning of the Private Secu

a4q25investordeck2026012 1 January 2026 4Q25 Update (Nasdaq: BHRB) 2 Cautionary Statement Regarding Forward-Looking Information Cautionary Note Regarding Forward Looking Statements This presentation includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securitie

Burke & Herbert Financial Services Corp. Announces Fourth Quarter and Full Year 2025 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces Fourth Quarter and Full Year 2025 Results and Declares Common Stock Dividend For Immediate Release January 22, 2026 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter and the year ended December 31, 2025. In addition, at its meeting on January 22,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 22, 2026 Date of Report (date of earliest event reported) Burke & Herbert F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 22, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 22, 2026 Date of Report (date of earliest event reported) Burke & Herbert F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 22, 2026 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

Burke & Herbert Financial Services Corp. Announces Fourth Quarter and Full Year 2025 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces Fourth Quarter and Full Year 2025 Results and Declares Common Stock Dividend For Immediate Release January 22, 2026 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter and the year ended December 31, 2025. In addition, at its meeting on January 22,

1 January 2026 4Q25 Update (Nasdaq: BHRB) 2 Cautionary Statement Regarding Forward-Looking Information Cautionary Note Regarding Forward Looking Statements This presentation includes “forward-looking statements” within the meaning of the Private Secu

a4q25investordeck2026012 1 January 2026 4Q25 Update (Nasdaq: BHRB) 2 Cautionary Statement Regarding Forward-Looking Information Cautionary Note Regarding Forward Looking Statements This presentation includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securitie

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 19, 2025 Date of Report (date of earliest event reported) Burke & Herbert

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 19, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization

FIRST AMENDMENT TO THE SUMMIT COMMUNITY BANK SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AND CONSENT TO TERMINATION OF SUMMIT COMMUNITY BANK SUPPLEMENTAL EXECUTIVE RETIREMENT TRUST

Exhibit 10.1 FIRST AMENDMENT TO THE SUMMIT COMMUNITY BANK SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AND CONSENT TO TERMINATION OF SUMMIT COMMUNITY BANK SUPPLEMENTAL EXECUTIVE RETIREMENT TRUST THIS AMENDMENT to the Summit Community Bank Supplemental Executive Retirement Plan (the “SERP”) and CONSENT to termination of the Summit Community Bank Supplemental Executive Retirement Trust (the “Trust”) (this

0 45 78 218 187 117 1 Burke & Herbert Financial Services Corp. (Nasdaq: BHRB) Acquisition of LINKBANCORP, Inc. (Nasdaq: LNKB) December 18, 2025 0 45 78 218 187 117 2 Disclaimer Forward-looking Statements This presentation includes "forward-looking st

exhibit994-investorprese 0 45 78 218 187 117 1 Burke & Herbert Financial Services Corp.

Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. Announce Agreement to Merge

Exhibit 99.3 Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. Announce Agreement to Merge For Immediate Release December 18, 2025 Alexandria, VA and Camp Hill, PA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) and LINKBANCORP, Inc. (“LINK”) (Nasdaq: LNKB), the parent company of LINKBANK, today announced the signing of a definitive merge

AGREEMENT AND PLAN OF MERGER by and between BURKE & HERBERT FINANCIAL SERVICES CORP. LINKBANCORP, INC. Dated as of December 18, 2025 TABLE OF CONTENTS

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between BURKE & HERBERT FINANCIAL SERVICES CORP. and LINKBANCORP, INC. Dated as of December 18, 2025 TABLE OF CONTENTS Page Article 1 The Merger 2 Section 1.01. The Merger 2 Section 1.02. Closing 2 Section 1.03. Effective Time 3 Section 1.04. Effects of the Merger 3 Section 1.05. Conversion of LNKB Common Stock 3 Section 1.06. BHRB Stock 4 Section 1.

Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. Announce Agreement to Merge

Exhibit 99.3 Burke & Herbert Financial Services Corp. and LINKBANCORP, Inc. Announce Agreement to Merge For Immediate Release December 18, 2025 Alexandria, VA and Camp Hill, PA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) and LINKBANCORP, Inc. (“LINK”) (Nasdaq: LNKB), the parent company of LINKBANK, today announced the signing of a definitive merge

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 18, 2025 Date of Report (date of earliest event reported) Burke & Herbert

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 18, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization

0 45 78 218 187 117 1 Burke & Herbert Financial Services Corp. (Nasdaq: BHRB) Acquisition of LINKBANCORP, Inc. (Nasdaq: LNKB) December 18, 2025 0 45 78 218 187 117 2 Disclaimer Forward-looking Statements This presentation includes "forward-looking st

exhibit994-investorprese 0 45 78 218 187 117 1 Burke & Herbert Financial Services Corp.

GROWING WITH GUIDED BY INTENTION. INSPIRED BY POSSIBILITY. ALWAYS AN EYE TO WHAT’S NEXT. PURPOSE BURKEANDHERBERTBANK.COM LINKBANK.COM TOGETHER, WE ELEVATE WHAT’S POSSIBLE FOR EVERY COMMUNITY WE TOUCH. Burke & Herbert Financial Services Corp (Nasdaq:

bhbcommunication GROWING WITH GUIDED BY INTENTION. INSPIRED BY POSSIBILITY. ALWAYS AN EYE TO WHAT’S NEXT. PURPOSE BURKEANDHERBERTBANK.COM LINKBANK.COM TOGETHER, WE ELEVATE WHAT’S POSSIBLE FOR EVERY COMMUNITY WE TOUCH. Burke & Herbert Financial Services Corp (Nasdaq: BHRB) and LINKBANCORP, Inc. (Nasdaq: LNKB) have agreed to merge, solidifying our position as a high-performing Mid-Atlantic community

FORM OF LNKB SUPPORT AGREEMENT

Exhibit 99.1 FORM OF LNKB SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (the “Agreement”), dated as of December 18, 2025, is by and among BURKE & HERBERT FINANCIAL SERVICES CORP., a Virginia corporation (“BHRB”), LINKBANCORP, INC., a Pennsylvania corporation (“LNKB”), and the undersigned shareholder of LNKB (“Shareholder”). All capitalized terms used herein and not defined herein shall have the meaning

FORM OF BHRB SUPPORT AGREEMENT

Exhibit 99.2 FORM OF BHRB SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (the “Agreement”), dated as of December 18, 2025, is by and among BURKE & HERBERT FINANCIAL SERVICES CORP., a Virginia corporation (“BHRB”), LINKBANCORP, INC., a Pennsylvania corporation (“LNKB”), and the undersigned shareholder of BHRB (“Shareholder”). All capitalized terms used herein and not defined herein shall have the meaning

FORM OF LNKB SUPPORT AGREEMENT

Exhibit 99.1 FORM OF LNKB SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (the “Agreement”), dated as of December 18, 2025, is by and among BURKE & HERBERT FINANCIAL SERVICES CORP., a Virginia corporation (“BHRB”), LINKBANCORP, INC., a Pennsylvania corporation (“LNKB”), and the undersigned shareholder of LNKB (“Shareholder”). All capitalized terms used herein and not defined herein shall have the meaning

AMENDED & RESTATED BURKE & HERBERT FINANCIAL SERVICES CORP. Effective as December 18, 2025 ARTICLE I OFFICES

Exhibit 3.1 AMENDED & RESTATED BYLAWS OF BURKE & HERBERT FINANCIAL SERVICES CORP. Effective as December 18, 2025 ARTICLE I OFFICES SECTION 1. Principal Office. The principal office of the Corporation shall be located at the Main Office at the southeast intersection of King Street and Fairfax Street in the City of Alexandria, Virginia. The Board of Directors shall have the power and authority to ch

AGREEMENT AND PLAN OF MERGER by and between BURKE & HERBERT FINANCIAL SERVICES CORP. LINKBANCORP, INC. Dated as of December 18, 2025 TABLE OF CONTENTS

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between BURKE & HERBERT FINANCIAL SERVICES CORP. and LINKBANCORP, INC. Dated as of December 18, 2025 TABLE OF CONTENTS Page Article 1 The Merger 2 Section 1.01. The Merger 2 Section 1.02. Closing 2 Section 1.03. Effective Time 3 Section 1.04. Effects of the Merger 3 Section 1.05. Conversion of LNKB Common Stock 3 Section 1.06. BHRB Stock 4 Section 1.

AMENDED & RESTATED BURKE & HERBERT FINANCIAL SERVICES CORP. Effective as December 18, 2025 ARTICLE I OFFICES

Exhibit 3.1 AMENDED & RESTATED BYLAWS OF BURKE & HERBERT FINANCIAL SERVICES CORP. Effective as December 18, 2025 ARTICLE I OFFICES SECTION 1. Principal Office. The principal office of the Corporation shall be located at the Main Office at the southeast intersection of King Street and Fairfax Street in the City of Alexandria, Virginia. The Board of Directors shall have the power and authority to ch

FORM OF BHRB SUPPORT AGREEMENT

Exhibit 99.2 FORM OF BHRB SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (the “Agreement”), dated as of December 18, 2025, is by and among BURKE & HERBERT FINANCIAL SERVICES CORP., a Virginia corporation (“BHRB”), LINKBANCORP, INC., a Pennsylvania corporation (“LNKB”), and the undersigned shareholder of BHRB (“Shareholder”). All capitalized terms used herein and not defined herein shall have the meaning

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 18, 2025 Date of Report (date of earliest event reported) Burke & Herbert

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 18, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT

Exhibit 10.1 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Second Amended and Restated Employment Agreement (this “Agreement”) is dated as of October 28, 2025 (the “Effective Date”) by and between Burke & Herbert Bank & Trust Company, a Virginia community bank (the “Bank”), its holding company, Burke & Herbert Financial Services Corp. (the “Company”) and David P. Boyle (“Executive”). This

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 28, 2025 Date of Report (date of earliest event reported) Burke & Herbert F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 28, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT

Exhibit 10.2 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Second Amended and Restated Employment Agreement (this “Agreement”) is dated as of October 28, 2025 (the “Effective Date”) by and between Burke & Herbert Bank & Trust Company, a Virginia community bank (the “Bank”), its holding company, Burke & Herbert Financial Services Corp. (the “Company”) and Roy E. Halyama (“Executive”). This

Burke & Herbert Financial Services Corp. Announces Third Quarter 2025 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces Third Quarter 2025 Results and Declares Common Stock Dividend For Immediate Release October 23, 2025 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter year ended September 30, 2025, and disclosed that, at its meeting on October 23, 2025, the boar

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 23, 2025 Date of Report (date of earliest event reported) Burke & Herbert F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 23, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

1 October 2025 3Q25 Update (Nasdaq: BHRB) 2 Cautionary Statement Regarding Forward-Looking Information This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of

a3q25investordeck2025102 1 October 2025 3Q25 Update (Nasdaq: BHRB) 2 Cautionary Statement Regarding Forward-Looking Information This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Burke & Herbert Financial Services Corp.

As filed with the Securities and Exchange Commission on July 28, 2025

As filed with the Securities and Exchange Commission on July 28, 2025 Registration No.

July 2025 2Q25 Update (Nasdaq: BHRB) 2 Cautionary Statement Regarding Forward-Looking Information This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the

a2q25investordeck2025072 July 2025 2Q25 Update (Nasdaq: BHRB) 2 Cautionary Statement Regarding Forward-Looking Information This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the b

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 24, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 00

Burke & Herbert Financial Services Corp. Announces Second Quarter 2025 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces Second Quarter 2025 Results and Declares Common Stock Dividend For Immediate Release July 24, 2025 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter year ended June 30, 2025, and disclosed that, at its meeting on July 24, 2025, the board of direc

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 22, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 001

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00

1 1Q25 Update (Nasdaq: BHRB) April 2025 2 Cautionary Statement Regarding Forward-Looking Information This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of t

1 1Q25 Update (Nasdaq: BHRB) April 2025 2 Cautionary Statement Regarding Forward-Looking Information This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the beliefs, goals, intenti

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 25, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 0

Burke & Herbert Financial Services Corp. Announces First Quarter 2025 Results, Declares Common Stock Dividend, and Announces Share Repurchase Program

Burke & Herbert Financial Services Corp. Announces First Quarter 2025 Results, Declares Common Stock Dividend, and Announces Share Repurchase Program For Immediate Release April 25, 2025 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter year ended March 31, 2025, and disclosed that, at its meetin

Burke & Herbert Financial Services Corp. Announces Appointment of Chief Accounting Officer

Burke & Herbert Financial Services Corp. Announces Appointment of Chief Accounting Officer April 21, 2025 ALEXANDRIA, Va., April 21, 2025 /PRNewswire/ - Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) announced the appointment of Patrick “Kip” Huffman, CPA, as Senior Vice President and Chief Accounting Officer. Huffman brings nearly 20 years of accounti

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 21, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 0

Offer Letter

ARS

BURKEANDHERBERTBANK.COM 1 202 4 ANNUAL REPORT 2024 ANNUAL REPORT 2 2024 ANNUAL REPORT PURPOSE Driven by our values, we endeavor to be your quintessential community bank — delivering service beyond expectations. VALUES SERVE & LEAD We are dedicated to serving our customers and our teams, leading with quiet confdence and integrity to inspire the trust of all those we serve. ELEVATE EVERYONE We embra

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 14, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 0

Separation Agreement and Release of Claims, dated as of January 2, 2025, by and between Burke & Herbert Bank & Trust Company and Jeffrey Welch

SEPARATION AGREEMENT AND RELEASE OF CLAIMS This Separation Agreement and Release of Claims (“Agreement”) is made by and between Jeffrey Welch (“Employee”), an individual, and Burke & Herbert Bank & Trust Company (“B&H” or the “Bank”), a bank conducting business in the Commonwealth of Virginia.

e & Herbert Financial Services Corp.

Burke & Herbert Financial Services Corp. INSIDER TRADING POLICY Approved this 4th day of January, 2024 by the Board of Directors. Purpose This Insider Trading Policy (the “Policy”) provides guidelines with respect to transactions in the securities of Burke & Herbert Financial Services Corp. (together with its subsidiaries, unless the context requires otherwise, the “Company”) and the handling of c

Subsidiaries of Burke & Herbert Financial Services Corp.

Exhibit 21.1 Subsidiaries of Registrant Name of Subsidiary Type State of Incorporation Burke & Herbert Bank & Trust Company State banking corporation Virginia SFG Capital Trust I Statutory business trust Delaware SFG Capital Trust II Statutory business trust Delaware SFG Capital Trust III Statutory business trust Delaware

Form of Summit Financial Group, Inc. 2014 Long-Term Incentive Plan Stock Settled Stock Appreciation Rights Agreement 2023 Award

NOTICE OF STOCK-SETTLED STOCK APPRECIATION RIGHTS GRANT Participant: Notice: You have been granted the following stock-settled stock appreciation rights (the "SARs") in accordance with the terms of the Summit Financial Group, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-416

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 6, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 00

Burke & Herbert Financial Services Corp. Announces Appointment of Chief Credit Officer

Burke & Herbert Financial Services Corp. Announces Appointment of Chief Credit Officer March 6, 2025 ALEXANDRIA, Va., Jan. 24, 2025 /PRNewswire/ - Burke & Herbert Financial Services Corp. (the "Company" or "Burke & Herbert") (Nasdaq: BHRB) announced the appointment of Robert V. “Cedar” Hintelmann, Jr., as Executive Vice President and Chief Credit Officer, effective March 17, 2025. Hintelmann bring

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 23, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporat

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 23, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

1 4Q24 Update (Nasdaq: BHRB) January 2025 2 Cautionary Statement Regarding Forward-Looking Information This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of

1 4Q24 Update (Nasdaq: BHRB) January 2025 2 Cautionary Statement Regarding Forward-Looking Information This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the beliefs, goals, intentions, and expectations of Burke & Herbert Financial Services Corp.

Burke & Herbert Financial Services Corp. Announces Fourth Quarter and Full Year 2024 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces Fourth Quarter and Full Year 2024 Results and Declares Common Stock Dividend For Immediate Release January 24, 2025 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter and the year ended December 31, 2024. In addition, at its meeting on January 23,

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 24, 2025 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

Burke & Herbert Financial Services Corp. 100 S. Fairfax Street Alexandria, Virginia 22314

Burke & Herbert Financial Services Corp. 100 S. Fairfax Street Alexandria, Virginia 22314 December 9, 2024 Ms. Susan Block U. S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-0303 VIA EDGAR Re: Burke & Herbert Financial Services Corp. Registration Statement on Form S-3 File No. 333-283261 (the “Registration Statement”) Request for Acce

101 South Queen Street, Martinsburg, WV 25401 Attorneys at Law 125 Granville Square, Suite 400 Morgantown, WV 26501 600 Quarrier Street, Charleston, WV 25301 501 Avery Street, Parkersburg, WV 26101 P.O. Box 1386, Charleston, WV 25325-1386 Southpointe

101 South Queen Street, Martinsburg, WV 25401 Attorneys at Law 125 Granville Square, Suite 400 Morgantown, WV 26501 600 Quarrier Street, Charleston, WV 25301 501 Avery Street, Parkersburg, WV 26101 P.

As filed with the Securities and Exchange Commission on December 6, 2024

As filed with the Securities and Exchange Commission on December 6, 2024 Registration No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 3, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

LETTER

November 26, 2024 David Boyle Chief Executive Officer Burke & Herbert Financial Services Corp.

Burke & Herbert Financial Serv

Exhibit 4.1 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, As Amended The following description of the securities of Burke & Herbert Financial Services Corp. (the “Company”) may not be complete and is subject to, and qualified in its entirety by reference to, applicable provisions of Virginia law and the terms and provisions of

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Burke & Herbert Financial Services Corp.

As filed with the Securities and Exchange Commission on November 15, 2024

As filed with the Securities and Exchange Commission on November 15, 2024 Registration No.

Form of Senior Indenture

Exhibit 4.5 BURKE & HERBERT FINANCIAL SERVICES CORP. AND as Trustee INDENTURE Dated as of SENIOR DEBT SECURITIES TABLE OF CONTENTS Page ARTICLE ONE DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 SECTION 101. Definitions 1 SECTION 102. Compliance Certificates and Opinions 6 SECTION 103. Form of Documents Delivered to Trustee 6 SECTION 104. Acts of Holders 7 SECTION 105. Notices, etc. 7 S

Form of Subordinated Indenture

Exhibit 4.7 BURKE & HERBERT FINANCIAL SERVICES CORP. AND , as Trustee INDENTURE Dated as of , 202 SUBORDINATED DEBT SECURITIES TABLE OF CONTENTS ARTICLE ONE DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION SECTION 101. Definitions 1 SECTION 102. Compliance Certificates and Opinions 8 SECTION 103. Form of Documents Delivered to Trustee 8 SECTION 104. Acts of Holders 9 SECTION 105. Notices, e

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 7, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

1 3Q24 Update (Nasdaq: BHRB) October 2024 Please Note: Third quarter 2024 financial results reflect a full quarter following the May 3, 2024, completion of the merger of Summit Financial Group, Inc. with and into Burke & Herbert Financial Services Co

1 3Q24 Update (Nasdaq: BHRB) October 2024 Please Note: Third quarter 2024 financial results reflect a full quarter following the May 3, 2024, completion of the merger of Summit Financial Group, Inc.

Burke & Herbert Financial Services Corp. Announces Third Quarter 2024 Results and Increases Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces Third Quarter 2024 Results and Increases Common Stock Dividend For Immediate Release October 25, 2024 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter ended September 30, 2024. In addition, at its meeting on October 24, 2024, the board of direct

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 25, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

Articles of Incorporation Burke & Herbert Financial Services Corp. as amended

ARTICLES OF INCORPORATION OF BURKE & HERBERT FINANCIAL SERVICES CORP. This is to certify that we do hereby associate ourselves to establish a corporation (the “Corporation”) under and by virtue of the Virginia Stock Corporation Act, Chapter 9, Title 13.1 of the Code of Virginia (the “Code”), and acts amendatory thereof, for the purposes, and under the corporate name, hereinafter mentioned, and to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001

Burke & Herbert Financial Services Corp. Announces Second Quarter 2024 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces Second Quarter 2024 Results and Declares Common Stock Dividend For Immediate Release July 26, 2024 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter ended June 30, 2024. In addition, at its meeting on July 25, 2024, the board of directors declare

1 2Q24 Update (Nasdaq: BHRB) July 2024 2 Cautionary Statement Regarding Forward-Looking Information This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the

1 2Q24 Update (Nasdaq: BHRB) July 2024 2 Cautionary Statement Regarding Forward-Looking Information This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the beliefs, goals, intention

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 26, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 00

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 15, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 00

ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF BURKE & HERBERT FINANCIAL SERVICES CORP.

Exhibit 99.1 ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF BURKE & HERBERT FINANCIAL SERVICES CORP. The undersigned, on behalf of the corporation set forth below, pursuant to Article 11 of the Virginia Stock Corporation Act (the “Act”), states as follows: 1.The name of the corporation is Burke & Herbert Financial Services Corp. 2.The introductory paragraph to Article III of the corpora

UNAUDITED PRO FORMA CONDENSED COMBINED CONSOLIDATED FINANCIAL INFORMATION

Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED CONSOLIDATED FINANCIAL INFORMATION The unaudited pro forma condensed combined consolidated financial information has been prepared using the acquisition method of accounting under the provisions of the Financial Accounting Standards Board ("FASB") Accounting Standards Codification, ASC 805 "Business Combinations", giving effect to Burke & Herbert

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 3) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 3, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation o

UNAUDITED PRO FORMA CONDENSED COMBINED CONSOLIDATED FINANCIAL INFORMATION

Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED CONSOLIDATED FINANCIAL INFORMATION The unaudited pro forma condensed combined consolidated financial information has been prepared using the acquisition method of accounting under the provisions of the Financial Accounting Standards Board ("FASB") Accounting Standards Codification, ASC 805 "Business Combinations", giving effect to Burke & Herbert

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 3, 2024 Date of Report (date of earliest event reported) Bu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 3, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

ARS

BURKEANDHERBERTBANK.COM 1  ANNUAL REPORT2023 ANNUAL REPORT 2 PURPOSE We strive to deliver extraordinary banking experiences that build prosperity for customers and community. VALUES SERVE & LEAD We are dedicated to serving our customers and our teams, leading with quiet confidence and integrity to inspire the trust of all those we serve. We’re here to serve. DELIVER MORE We’re driven to go abo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00

Bylaws of Burke & Herbert Financial Services Corp. as amended

Exhibit 3.4 BYLAWS OF BURKE & HERBERT FINANCIAL SERVICES CORP. Effective as May 3, 2024 ARTICLE I OFFICES SECTION 1. Principal Office. The principal office of the Corporation shall be located at the Main Office at the southeast intersection of King Street and Fairfax Street in the City of Alexandria, Virginia. The Board of Directors shall have the power and authority to change the location of the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 3, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation o

Articles of Amendment to the Articles of Incorporation (incorporated by reference to

Exhibit 3.3 ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF BURKE & HERBERT FINANCIAL SERVICES CORP. The undersigned, on behalf of the corporation set forth below, pursuant to Article 11 of the Virginia Stock Corporation Act (the “Act”), states as follows: 1.The name of the Corporation is Burke & Herbert Financial Services Corp. 2.Article III of the Corporation’s Articles of Incorporatio

Burke & Herbert Bank 2024-2025 Merger Incentive Plan

Exhibit 10.2 2024–2025 Merger Incentive Plan Purpose The purpose of this Merger Incentive Plan (the “Plan”) is to provide cash and equity-based incentive awards to members of senior management of Burke & Herbert Bank and its affiliates (referred to generally as the “Bank”), in order to retain and incentivize such individuals to achieve key milestones following the merger of Burke & Herbert Financi

Calculation of Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Burke & Herbert Financial Services Corp.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 3, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 001-

Burke & Herbert Financial Services Corp. Completes Merger of Equals with Summit Financial Group, Inc.

Burke & Herbert Financial Services Corp. Completes Merger of Equals with Summit Financial Group, Inc. May 3, 2024 ALEXANDRIA, Va. and MOOREFIELD, W.Va., May 3, 2024 /PRNewswire/ - Burke & Herbert Financial Services Corp. ("Burke & Herbert") (Nasdaq: BHRB) today announced the completion of the merger of Summit Financial Group, Inc. ("Summit") with and into Burke & Herbert and the merger of Summit C

Burke & Herbert Bank 2024-2025 Merger Incentive Plan Form of Performance-Based Restricted Stock Unit Award Agreement

Exhibit 10.3 BURKE & HERBERT FINANCIAL SERVICES CORP. 2023 STOCK INCENTIVE PLAN NOTICE OF GRANT OF PERFORMANCE RESTRICTED STOCK UNITS AWARD Burke & Herbert Financial Services Corp., pursuant to its 2023 Stock Incentive Plan (the “Plan”), hereby grants to the individual listed below (the “Participant”) this award of Performance Restricted Stock Units. The Performance Restricted Stock Units describe

urke & Herbert Bylaw Amendment, dated and effective as of 12:01 a.

Exhibit 3.5 EXHIBIT 1.4(b) To the Agreement and Plan of Reorganization Form of Bylaw Amendments to Bylaws of the Continuing Corporation Article III, Section 2 of the Bylaws of the Continuing Corporation shall be amended and restated as set forth below. 2. Number and Tenure. Effective as of the Effective Time (as defined herein), and notwithstanding any other provision of these Bylaws that may be t

As filed with the Securities and Exchange Commission on May 3, 2024

As filed with the Securities and Exchange Commission on May 3, 2024 Registration No.

Employment Agreement, dated as of August 24, 2023, by and between Burke & Herbert Bank & Trust Company and H. Charles Maddy, III

Exhibit 10.1 Execution Version EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is dated as of August 24, 2023 (the “Signing Date”) by and between Burke & Herbert Bank & Trust Company, a Virginia community bank (the “Bank”), and H. Charles Maddy, III (“Executive”). This Agreement collectively refers to the Bank and Executive as the “Parties,” and separately may refer to any one of

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Burke & Herbert Financial Services Corp.

As filed with the Securities and Exchange Commission on May 1, 2024

As filed with the Securities and Exchange Commission on May 1, 2024 Registration No.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 26, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 0

1 1Q24 Update (Nasdaq: BHRB) April 2024 On April 19, 2024, the Company and Summit Financial Group, Inc. (“Summit”) (Nasdaq: SMMF) announced receipt of the final regulatory approval required to complete the previously announced merger of equals pursua

1 1Q24 Update (Nasdaq: BHRB) April 2024 On April 19, 2024, the Company and Summit Financial Group, Inc.

Burke & Herbert Financial Services Corp. Announces First Quarter 2024 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces First Quarter 2024 Results and Declares Common Stock Dividend For Immediate Release April 26, 2024 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter ended March 31, 2024. In addition, at its meeting on April 25, 2024, the board of directors decla

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 19, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 0

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Announce Receipt of Regulatory Approvals and Closing Date for Merger of Equals Burke & Herbert Annual Shareholder Meeting Date Established

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Announce Receipt of Regulatory Approvals and Closing Date for Merger of Equals Burke & Herbert Annual Shareholder Meeting Date Established April 19, 2024 ALEXANDRIA, Va. and MOOREFIELD, W.Va., April 19, 2024 /PRNewswire/ - Burke & Herbert Financial Services Corp. ("Burke & Herbert") (Nasdaq: BHRB) and Summit Financial Group,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

Burke & Herbert Bank & Trust Company Supplemental Executive Retirement Plan, as amended and restated effective January 23, 2014, and as further amended

BURKE & HERBERT BANK & TRUST COMPANY SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN As Amended and Restated Effective January 23, 2014 INTRODUCTION The Board of Directors of Burke & Herbert Bank & Trust Company adopted the Supplemental Executive Retirement Plan, effective as of January 1, 2010 (the "Plan"), for the purpose of attracting and retaining qualified individuals to serve as officers and managers of the Company.

& Trust Company Nonqualified Deferred Compensation Plan for E

AMENDMENT NO. 1 BURKE & HERBERT BANK & TRUST COMPANY NONQUALIFIED DEFERRED COMPENSATION PLAN FOR EMPLOYEES & DIRECTORS AMENDED & RESTATED EFFECTIVE AS OF JANUARY 1, 2021 WHEREAS, Burke & Herbert Bank & Trust Company (the “Bank”) maintains the Nonqualified Deferred Compensation Plan for Employees & Directors, as amended and restated effective as of January 1, 2021 (the “Plan”), in order to enable a

Subsidiaries of Burke & Herbert Financial Services Corp.

Subsidiaries of Burke & Herbert Financial Services Corp. Name of Subsidiary State of Incorporation Burke & Herbert Bank & Trust Company Virginia

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-416

Description of the Securities

Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, As Amended The following description of the securities of Burke & Herbert Financial Services Corp.

Executive Compensation Recovery Policy

BURKE & HERBERT FINANCIAL SERVICES CORP. CLAWBACK POLICY The Board of Directors (the “Board”) of Burke & Herbert Financial Services Corp. (the “Company”), upon recommendation of the Compensation Committee of the Board (the “Compensation Committee”) has adopted the following Clawback Policy (this “Policy”) on July 27, 2023, effective as of October 2, 2023 (the “Effective Date”). 1.Purpose. The purp

1 4Q23 Update (Nasdaq: BHRB) February 2024 On August 24, 2023, Burke & Herbert Financial Services Corp. (the “Company”) and Summit Financial Group, Inc. ("Summit") (Nasdaq: SMMF) announced the signing of a definitive agreement under which Summit will

EX-99.1 2 bhfsinvestordeckxq4x202.htm EX-99.1 1 4Q23 Update (Nasdaq: BHRB) February 2024 On August 24, 2023, Burke & Herbert Financial Services Corp. (the “Company”) and Summit Financial Group, Inc. ("Summit") (Nasdaq: SMMF) announced the signing of a definitive agreement under which Summit will merge with and into the Company in an all-stock merger of equals. When the merger is completed, the com

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 6, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

1 4Q23 Update (Nasdaq: BHRB) February 2024 On August 24, 2023, Burke & Herbert Financial Services Corp. (the “Company”) and Summit Financial Group, Inc. ("Summit") (Nasdaq: SMMF) announced the signing of a definitive agreement under which Summit will

1 4Q23 Update (Nasdaq: BHRB) February 2024 On August 24, 2023, Burke & Herbert Financial Services Corp.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 6, 2024 Date of Report (date of earliest event reported) Burke & Herbert F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 6, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

US12135Y1082 / Burke & Herbert Bank & Trust Co. / BlackRock Inc. Passive Investment

SC 13G 1 us12135y1082012924.txt us12135y1082012924.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) BURKE & HERBERT FINANCIAL SERVICES CORP - (Name of Issuer) Common Stock - (Title of Class of Securities) 12135Y108 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 26, 2024 Date of Report (date of earliest event reported) Burke & Herbert F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 26, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

Burke & Herbert Financial Services Corp. Announces Fourth Quarter and Full Year 2023 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces Fourth Quarter and Full Year 2023 Results and Declares Common Stock Dividend For Immediate Release January 26, 2024 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter ended and year ended December 31, 2023. In addition, at its meeting on January 2

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 26, 2024 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

Burke & Herbert Financial Services Corp. Announces Fourth Quarter and Full Year 2023 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces Fourth Quarter and Full Year 2023 Results and Declares Common Stock Dividend For Immediate Release January 26, 2024 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter ended and year ended December 31, 2023. In addition, at its meeting on January 2

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 6, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 6, 2023 Date of Report (date of earliest event reported) Burke & Herbert F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 6, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Announce Receipt of Shareholder Approval for Merger

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Announce Receipt of Shareholder Approval for Merger Alexandria, Va. and Moorefield, W. Va., December 6, 2023 /PRNewswire/ - Burke & Herbert Financial Services Corp. (“Burke & Herbert”) (Nasdaq: BHRB) and Summit Financial Group, Inc. (“Summit”) (Nasdaq: SMMF) today announced that at special meetings of their respective shareh

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Announce Receipt of Shareholder Approval for Merger

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Announce Receipt of Shareholder Approval for Merger Alexandria, Va. and Moorefield, W. Va., December 6, 2023 /PRNewswire/ - Burke & Herbert Financial Services Corp. (“Burke & Herbert”) (Nasdaq: BHRB) and Summit Financial Group, Inc. (“Summit”) (Nasdaq: SMMF) today announced that at special meetings of their respective shareh

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 20, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization

1 3Q23 Update (Nasdaq: BHRB) November 2023 On August 24, 2023, Burke & Herbert Financial Services Corp. (the “Company”) and Summit Financial Group, Inc. ("Summit") (Nasdaq: SMMF) announced the signing of a definitive agreement under which Summit will

1 3Q23 Update (Nasdaq: BHRB) November 2023 On August 24, 2023, Burke & Herbert Financial Services Corp.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 20, 2023 Date of Report (date of earliest event reported) Burke & Herbert

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 20, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization

1 3Q23 Update (Nasdaq: BHRB) November 2023 On August 24, 2023, Burke & Herbert Financial Services Corp. (the “Company”) and Summit Financial Group, Inc. ("Summit") (Nasdaq: SMMF) announced the signing of a definitive agreement under which Summit will

1 3Q23 Update (Nasdaq: BHRB) November 2023 On August 24, 2023, Burke & Herbert Financial Services Corp.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Filed Pursuant to Rule 424(b)(3) Registration No. 333-274810 PROSPECTUS SUPPLEMENT, NO. 1, DATED NOVEMBER 9, 2023 (to Joint Proxy Statement/Prospectus, Dated October 16, 2023) This Prospectus Supplement No. 1, dated November 9, 2023 (this “Supplement”), updates and supplements the joint proxy statement/prospectus dated October 16, 2023 (the “Joint Proxy Statement/Prospectus”). Burke & Herbert Fina

November 9, 2023

Filed by Burke & Herbert Financial Services Corp. (Commission File No. 001-41633) pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Form S-4 file No. 333-274810 Subject Company: Summit Financial Group, Inc. (Commission File No. 000-16587) Date: November 9, 2023 November 9, 2023 Dear Burke & Herbert Financial Ser

Burke & Herbert Financial Services Corp. Announces Third Quarter 2023 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces Third Quarter 2023 Results and Declares Common Stock Dividend For Immediate Release October 27, 2023 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company” or “Burke & Herbert”) (Nasdaq: BHRB) reported financial results for the quarter ended September 30, 2023. In addition, at its meeting on October 26, 2023, the board of directo

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 27, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

To the Shareholders of Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT

Filed Pursuant to Rule 424(b)(3) Registration No. 333-274810 To the Shareholders of Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT On behalf of the boards of directors of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) and Summit Financial Group, Inc. (“Summit”), we are pleased to enclose the accompanying joint pro

As filed with the Securities and Exchange Commission on October 12, 2023

As filed with the Securities and Exchange Commission on October 12, 2023 Registration No.

Burke & Herbert Financial Services Corp. 100 S. Fairfax Street Alexandria, VA 22314

Burke & Herbert Financial Services Corp. 100 S. Fairfax Street Alexandria, VA 22314 October 12, 2023 via EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 RE: Burke & Herbert Financial Services Corp. Registration Statement on Form S-4 (Registration No. 333-274810) Request for Acceleration of Effectiveness Ladies and Gentlemen Pursuant

Form of Proxy of Burke & Herbert Financial Services Corp.

0 - . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - 14475 BURKE & HERBERT FINANCIAL SERVICES CORP. Proxy for Special Meeting of Shareholders on December 6, 2023 For holders of record as of October 12, 2023 PROXY FOR COMMON SHARES SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS FOR THE SPECIAL MEETING OF SHAREHOLDERS OF BURKE & HERBERT FIN

Form of Proxy of Summit Financial Group, Inc.

1 U P X Using a black ink pen, mark your votes with an X as shown in this example.

LETTER

United States securities and exchange commission logo October 10, 2023 David P. Boyle President and Chief Executive Officer Burke & Herbert Financial Services Corp. 100 S. Fairfax Street Alexandria, VA 22314 Re: Burke & Herbert Financial Services Corp. Registration Statement on Form S-4 Filed October 2, 2023 File No. 333-274810 Dear David P. Boyle: This is to advise you that we have not reviewed a

Consent of James

Exhibit 99.7 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of Summit Financial Group, Inc. (“Summit”) with and into

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Burke & Herbert Financial Services Corp.

Consent of Keefe, Bruyette & Woods, Inc.

Exhibit 99.3 CONSENT OF KEEFE, BRUYETTE & WOODS, INC. We hereby consent to the inclusion of our opinion letter to the Board of Directors of Burke & Herbert Financial Services Corp. (“Burke & Herbert”), as Annex B to the Joint Proxy Statement/Prospectus which forms a part of the Registration Statement on Form S-4 filed on the date hereof (the “Registration Statement”) relating to the proposed merge

Consent of Charles

Exhibit 99.11 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of Summit Financial Group, Inc. (“Summit”) with and into

Consent of Jill S. Upson

Exhibit 99.12 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of Summit Financial Group, Inc. (“Summit”) with and into

Consent of H. Charles Maddy, III

Exhibit 99.5 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of Summit Financial Group, Inc. (“Summit”) with and into

Consent of D.A. Davidson & Co.

Exhibit 99.4 September 29, 2023 Board of Directors Summit Financial Group, Inc. 300 North Main Street Moorefield, WV 26836 Members of the Board: We hereby consent to the inclusion of our opinion letter, dated August 24, 2023, to the Board of Directors of Summit Financial Group, Inc. as Annex C to the Joint Proxy Statement/Prospectus, which forms a part of the Registration Statement on Form S-4 of

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Submit Filings Related to Merger Agreement

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Submit Filings Related to Merger Agreement ALEXANDRIA, Va., October 2, 2023 /PRNewswire/ - Burke & Herbert Financial Services Corp. (“Burke & Herbert”) (Nasdaq: BHRB) and Summit Financial Group, Inc. (“Summit”) (Nasdaq: SMMF) today announced the submission of regulatory filings related to the merger agreement between Burke &

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Submit Filings Related to Merger Agreement

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Submit Filings Related to Merger Agreement ALEXANDRIA, Va., October 2, 2023 /PRNewswire/ - Burke & Herbert Financial Services Corp. (“Burke & Herbert”) (Nasdaq: BHRB) and Summit Financial Group, Inc. (“Summit”) (Nasdaq: SMMF) today announced the submission of regulatory filings related to the merger agreement between Burke &

As filed with the Securities and Exchange Commission on September 29, 2023

As filed with the Securities and Exchange Commission on September 29, 2023 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 29, 2023 Date of Report (date of earliest event reported) Burke & Herbert

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 29, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organizatio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 29, 2023 Date of Report (date of earliest event reported) Burke & Herbert

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 29, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organizatio

Consent of Oscar M. Bean

Exhibit 99.6 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of Summit Financial Group, Inc. (“Summit”) with and into

Consent of Georgette R. George

Exhibit 99.8 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of Summit Financial Group, Inc. (“Summit”) with and into

Consent of Gary L. Hinkle

Exhibit 99.9 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of Summit Financial Group, Inc. (“Summit”) with and into

Consent of Jason A. Kitzmiller

Exhibit 99.10 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Burke & Herbert Financial Services Corp. (“Burke & Herbert”) following the consummation of the merger of Summit Financial Group, Inc. (“Summit”) with and into

On August 25, 2023, Summit Financial Group, Inc. (“Summit”) filed a copy of a presentation made available to customers of Summit under Rule 425 and Rule 14a-12 with the United States Securities and Exchange Commission (the “Rule 425 Filing”). The Rul

Filed by Summit Financial Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Summit Financial Group, Inc. Commission File No.: 0-16587 Date: August 29, 2023 On August 25, 2023, Summit Financial Group, Inc. (“Summit”) filed a copy of a presentation made available to customers of Summit

On August 25, 2023, Summit Financial Group, Inc. (“Summit”) filed a copy of a presentation made available to employees of Summit under Rule 425 and Rule 14a-12 with the United States Securities and Exchange Commission (the “Rule 425 Filing”). The Rul

Filed by Summit Financial Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Summit Financial Group, Inc. Commission File No.: 0-16587 Date: August 29, 2023 On August 25, 2023, Summit Financial Group, Inc. (“Summit”) filed a copy of a presentation made available to employees of Summit

Agreement and Plan of Merger, dated as of August 24, 2023, by and between Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc.*

mergeragreement AGREEMENT AND PLAN OF REORGANIZATION between BURKE & HERBERT FINANCIAL SERVICES CORP.

ir.burkeandherbertbank.com burkeandherbertbank.com Coming Together to Create an Exceptional Community Bank Team Member Packet Filed by Burke & Herbert Financial Services Corp. (Commission File No. 001-41633) Pursuant to Rule 425 under the Securities

ir.burkeandherbertbank.com burkeandherbertbank.com Coming Together to Create an Exceptional Community Bank Team Member Packet Filed by Burke & Herbert Financial Services Corp. (Commission File No. 001-41633) Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Summit Financial Group, Inc. (Commissi

ir.burkeandherbertbank.com burkeandherbertbank.com Coming Together to Create an Exceptional Community Bank Customer Packet Filed by Burke & Herbert Financial Services Corp. (Commission File No. 001-41633) Pursuant to Rule 425 under the Securities Act

ir.burkeandherbertbank.com burkeandherbertbank.com Coming Together to Create an Exceptional Community Bank Customer Packet Filed by Burke & Herbert Financial Services Corp. (Commission File No. 001-41633) Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Summit Financial Group, Inc. (Commission

Exh. 5.8(b)-1 EXHIBIT 5.8(b) To the Agreement and Plan of Reorganization FORM OF BHRB AFFILIATE AGREEMENT THIS AFFILIATE AGREEMENT (the “Agreement”), dated as of August 24, 2023, is by and among BURKE & HERBERT FINANCIAL SERVICES CORP., a Virginia co

exhibit992 Exh. 5.8(b)-1 EXHIBIT 5.8(b) To the Agreement and Plan of Reorganization FORM OF BHRB AFFILIATE AGREEMENT THIS AFFILIATE AGREEMENT (the “Agreement”), dated as of August 24, 2023, is by and among BURKE & HERBERT FINANCIAL SERVICES CORP., a Virginia corporation (“BHRB”), SUMMIT FINANCIAL GROUP, INC., a West Virginia corporation (“SMMF”), and the undersigned shareholder of BHRB (“Sharehold

Exh. 5.8(b)-1 EXHIBIT 5.8(b) To the Agreement and Plan of Reorganization FORM OF BHRB AFFILIATE AGREEMENT THIS AFFILIATE AGREEMENT (the “Agreement”), dated as of August 24, 2023, is by and among BURKE & HERBERT FINANCIAL SERVICES CORP., a Virginia co

Exh. 5.8(b)-1 EXHIBIT 5.8(b) To the Agreement and Plan of Reorganization FORM OF BHRB AFFILIATE AGREEMENT THIS AFFILIATE AGREEMENT (the “Agreement”), dated as of August 24, 2023, is by and among BURKE & HERBERT FINANCIAL SERVICES CORP., a Virginia corporation (“BHRB”), SUMMIT FINANCIAL GROUP, INC., a West Virginia corporation (“SMMF”), and the undersigned shareholder of BHRB (“Shareholder”). All c

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 24, 2023 Date of Report (date of earliest event reported) Burke & Herbert Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 24, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

Ex. 5.8(a)-1 EXHIBIT 5.8(a) To the Agreement and Plan of Reorganization FORM OF SMMF AFFILIATE AGREEMENT THIS AFFILIATE AGREEMENT (the “Agreement”), dated as of August 24, 2023, is by and among BURKE & HERBERT FINANCIAL SERVICES CORP., a Virginia cor

exhibit991 Ex. 5.8(a)-1 EXHIBIT 5.8(a) To the Agreement and Plan of Reorganization FORM OF SMMF AFFILIATE AGREEMENT THIS AFFILIATE AGREEMENT (the “Agreement”), dated as of August 24, 2023, is by and among BURKE & HERBERT FINANCIAL SERVICES CORP., a Virginia corporation (“BHRB”), SUMMIT FINANCIAL GROUP, INC., a West Virginia corporation (“SMMF”), and the undersigned shareholder of SMMF (“Shareholde

Ex. 5.8(a)-1 EXHIBIT 5.8(a) To the Agreement and Plan of Reorganization FORM OF SMMF AFFILIATE AGREEMENT THIS AFFILIATE AGREEMENT (the “Agreement”), dated as of August 24, 2023, is by and among BURKE & HERBERT FINANCIAL SERVICES CORP., a Virginia cor

exhibit991 Ex. 5.8(a)-1 EXHIBIT 5.8(a) To the Agreement and Plan of Reorganization FORM OF SMMF AFFILIATE AGREEMENT THIS AFFILIATE AGREEMENT (the “Agreement”), dated as of August 24, 2023, is by and among BURKE & HERBERT FINANCIAL SERVICES CORP., a Virginia corporation (“BHRB”), SUMMIT FINANCIAL GROUP, INC., a West Virginia corporation (“SMMF”), and the undersigned shareholder of SMMF (“Shareholde

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 24, 2023 Date of Report (date of earliest event reported) Burke & Herbert Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 24, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

Agreement and Plan of Merger, dated as of August 24, 2023, by and between Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc.*

mergeragreement AGREEMENT AND PLAN OF REORGANIZATION between BURKE & HERBERT FINANCIAL SERVICES CORP.

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Announce Merger of Equals ALEXANDRIA, Va., August 24, 2023 /PRNewswire/ ‐‐ Burke & Herbert Financial Services Corp. (“Burke & Herbert”) (Nasdaq: BHRB) and Summit Financial Grou

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Announce Merger of Equals ALEXANDRIA, Va., August 24, 2023 /PRNewswire/ ‐‐ Burke & Herbert Financial Services Corp. (“Burke & Herbert”) (Nasdaq: BHRB) and Summit Financial Group, Inc. (“Summit”) (Nasdaq: SMMF) today announced they have entered into a definitive agreement under which Summit will merge with and into Burke & He

Burke & Herbert Financial Services Corp. (Nasdaq: BHRB) Merger of Equals with Summit Financial Group, Inc. (Nasdaq: SMMF) August 24, 2023 2 Forward-looking Statements This presentation includes "forward-looking statements" within the meaning of the P

Burke & Herbert Financial Services Corp. (Nasdaq: BHRB) Merger of Equals with Summit Financial Group, Inc. (Nasdaq: SMMF) August 24, 2023 2 Forward-looking Statements This presentation includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act

Burke & Herbert Financial Services Corp. (Nasdaq: BHRB) Merger of Equals with Summit Financial Group, Inc. (Nasdaq: SMMF) August 24, 2023 2 Forward-looking Statements This presentation includes "forward-looking statements" within the meaning of the P

Burke & Herbert Financial Services Corp. (Nasdaq: BHRB) Merger of Equals with Summit Financial Group, Inc. (Nasdaq: SMMF) August 24, 2023 2 Forward-looking Statements This presentation includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 24, 2023 Date of Report (date of earliest event reported) Burke & Herbert Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 24, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Announce Merger of Equals ALEXANDRIA, Va., August 24, 2023 /PRNewswire/ ‐‐ Burke & Herbert Financial Services Corp. (“Burke & Herbert”) (Nasdaq: BHRB) and Summit Financial Grou

Burke & Herbert Financial Services Corp. and Summit Financial Group, Inc. Announce Merger of Equals ALEXANDRIA, Va., August 24, 2023 /PRNewswire/ ‐‐ Burke & Herbert Financial Services Corp. (“Burke & Herbert”) (Nasdaq: BHRB) and Summit Financial Group, Inc. (“Summit”) (Nasdaq: SMMF) today announced they have entered into a definitive agreement under which Summit will merge with and into Burke & He

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 24, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001

Burke & Herbert Financial Services Corp. Announces Second Quarter 2023 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces Second Quarter 2023 Results and Declares Common Stock Dividend For Immediate Release July 28, 2023 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company”) (Nasdaq: BHRB) reported financial results for the quarter ended June 30, 2023. In addition, at its meeting on July 27, 2023, the board of directors declared a $0.53 per share r

1 2Q23 Update (Nasdaq: BHRB) July 2023 2 Cautionary Statement Regarding Forward Looking Information This presentation contains statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward looking statements are neith

1 2Q23 Update (Nasdaq: BHRB) July 2023 2 Cautionary Statement Regarding Forward Looking Information This presentation contains statements within the meaning of the Private Securities Litigation Reform Act of 1995.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 28, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 00

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 28, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 00

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00

Form of RSU Award Agreement under the 2023 SIP

BURKE & HERBERT FINANCIAL SERVICES CORP. 2023 STOCK INCENTIVE PLAN NOTICE OF GRANT OF TIME-BASED RESTRICTED STOCK UNITS AWARD Burke & Herbert Financial Services Corp., pursuant to its 2023 Stock Incentive Plan (the “Plan”), hereby grants to the individual listed below (the “Participant”) this award of Restricted Stock Units. The Restricted Stock Units described in this Notice of Grant of Time-Base

Calculation of Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Burke & Herbert Financial Services Corp.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 26, 2023 Date of Report (date of earliest event reported) Burke & Herbert Finan

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 26, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 001

Earnings Presentation, dated May

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Burke & Herbert Financial Services Corp. 2023 Employee Stock Purchase Plan

BURKE & HERBERT FINANCIAL SERVICES CORP. 2023 EMPLOYEE STOCK PURCHASE PLAN 1.Purpose. The purpose of the Burke & Herbert Financial Services Corp. 2023 Employee Stock Purchase Plan is to provide employees of the Company and its Participating Subsidiaries with an opportunity to acquire a proprietary interest in the Company through the purchase of shares of Common Stock. The Company intends that the

As filed with the Securities and Exchange Commission on May 26, 2023

As filed with the Securities and Exchange Commission on May 26, 2023 Registration No.

Burke & Herbert Financial Services Corp. 2023 Stock Incentive Plan

BURKE & HERBERT FINANCIAL SERVICES CORP. 2023 STOCK INCENTIVE PLAN Section 1. Purpose; Definitions. The purposes of the Burke & Herbert Financial Services Corp. 2023 Stock Incentive Plan (as amended from time to time, the “Plan”) are to: (a) enable Burke & Herbert Financial Services Corp. (the “Company”) and its affiliated companies to recruit and retain highly qualified employees, directors and c

Burke & Herbert Financial Services Corp. Announces First Quarter 2023 Results and Declares Common Stock Dividend

Burke & Herbert Financial Services Corp. Announces First Quarter 2023 Results and Declares Common Stock Dividend For Immediate Release April 28, 2023 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company”) (Nasdaq: BHRB) reported financial results for the quarter ended March 31, 2023. In addition, at its meeting on April 27, 2023, the board of directors declared a $0.53 per share

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 28, 2023 Date of Report (date of earliest event reported) Burke & Herbert Fin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 28, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 0

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 25, 2023 Date of Report (date of earliest event reported) Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 0

Burke & Herbert Financial Services Corp. Announces Effectiveness of Registration Statement on Form 10 and Listing on Nasdaq Capital Market®

Burke & Herbert Financial Services Corp. Announces Effectiveness of Registration Statement on Form 10 and Listing on Nasdaq Capital Market® April 25, 2023 Alexandria, VA – Burke & Herbert Financial Services Corp. (the “Company”) (Nasdaq: BHRB), the bank holding company for Burke & Herbert Bank & Trust Company, announced that its Registration Statement on Form 10 has been declared effective by the

ORDER

UNITED STATES OF AMERICA BEFORE THE SECURITIES AND EXCHANGE COMMISSION April 21, 2023 In the Matter of Burke & Herbert Financial Services Corp.

Burke & Herbert Financial Services Corp. 100 S. Fairfax Street Alexandria, VA 22314 April 21, 2023

Burke & Herbert Financial Services Corp. 100 S. Fairfax Street Alexandria, VA 22314 April 21, 2023 BY EDGAR TRANSMISSION U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Michael Henderson, Cara Lubit, Todd K. Schiffman and James Lopez RE: Burke & Herbert Financial Services Corp. Registration Statement on Form 10 File No. 001-4163

As filed with the Securities and Exchange Commission on April 21, 2023

As filed with the Securities and Exchange Commission on April 21, 2023 File No. 001-41633 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 Burke & Herbert Financial Services Corp. (Exact name of registrant as specified in its charter)

FORM 10 CERT

The Nasdaq Stock Market LLC, 805 King Farm Blvd., Rockville, MD 20850 Eun Ah Choi Senior Vice President U.S. Listing Qualifications & Market Surveillance April 21, 2023 Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Division of Corporation Finance: This is to certify that on April 21, 2023 The Nasdaq Stock Market LLC (the "Exchange

LETTER

United States securities and exchange commission logo April 20, 2023 Roy Halyama Chief Financial Officer Burke & Herbert Financial Services Corp.