Brookline Bancorp Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 26, 2025, Brookline Bancorp, Inc. (the “Company”) entered into a retention bonus agreement (the “Retention Bonus Agreement”) with Mark J. Meiklejohn, the Company’s Chief Credit Officer (the “Executive”). The Retention Bonus Agreement is being entered into in connection with the merger of equals (the “Merger”) between the Company and Berkshire Hills Bancorp, Inc. (“Berkshire”). The Retention Bonus Agreement is subject to closing of the Merger. Pursuant to the terms of the Retention Bonus Agreement, the Executive will be entitled to receive a cash retention bonus equal to $720,750, payable in three equal installments with (i) one-third of his retention bonus becoming earned and payable on the first anniversary of the closing of the Merger, (ii) one-third of his retention bonus becoming earned and payable on the second anniversary of the closing of the Merger and (iii) one-third of his retention bonus becoming earned and payable on the third anniversary of the closing of the Merger, in each case, subject to Mr. Meiklejohn’s continued employment through such date. In the event that the Executive’s employment is terminated by the Company (or, after the closing of the Merger, Berkshire) without “cause” or by the Executive for “good reason” (as each term is defined in the Retention Bonus Agreement), the full amount of any unpaid retention bonuses shall accelerate and become payable within 60 days following the date of termination subject to the Executive’s execution of a release of claims and such release becoming irrevocable; provided, however that the aggregate amount of each retention bonus will be reduced by the value of any cash severance payments the Executive is eligible to receive in connection with such termination.
The foregoing description of the Executive Retention Agreement does not purport to be complete and is qualified in its entirety by reference to the text of the Executive’s Retention Bonus Agreement, a copy of which is attached to this Current Report on Form 8-K as Exhibits 10.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
| Exhibit Number | Description | |
| 10.1 | Retention Bonus Agreement between Brookline Bancorp, Inc. and Mark J. Meiklejohn, dated August 26, 2025 | |
| 104 | Cover Page Interactive Data File (embedded within Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: August 29, 2025 | Brookline Bancorp, Inc. | |
| By: | /S/ Marissa Martin | |
| Marissa Martin | ||
| General Counsel and Corporate Secretary | ||