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    Burke & Herbert Financial Services Corp. filed SEC Form 8-K: Results of Operations and Financial Condition, Regulation FD Disclosure, Other Events, Financial Statements and Exhibits

    4/25/25 9:01:19 AM ET
    $BHRB
    Major Banks
    Finance
    Get the next $BHRB alert in real time by email
    bhrb-20250425
    false000196433300019643332025-04-252025-04-25

    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)
    001-41633
    (Commission File Number)
    92-0289417
    (I.R.S. Employer Identification Number)
    100 S. Fairfax Street
    Alexandria, VA 22314
    (Address of principal executive offices and zip code)
    (703) 666-3555
    (Registrant's telephone number, including area code)
    ___________________________________
    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

    ☐
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    ☐
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    ☐
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    ☐
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
    Securities registered pursuant to Section 12(b) of the Act:
    Title of each class
    Trading Symbol
    Name of each exchange on which registered
    Common stock, par value $0.50BHRBThe Nasdaq Stock Market LLC
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
    Emerging growth company ☒
    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




    Item 2.02 - Results of Operations and Financial Condition.
    On April 25, 2025, Burke & Herbert Financial Services Corp. (the "Company") issued a press release announcing its results of operations and financial condition for the quarter ended March 31, 2025. A copy of the press release is included as Exhibit 99.1 to this report.
    Item 7.01 - Regulation FD Disclosure
    The management of Burke & Herbert Financial Services Corp. anticipates meetings with investors during 2025. A copy of presentation materials will be made available on the investor relations section of the Company's website (https://www.burkeandherbertbank.com) and is furnished as exhibit 99.2 to this report. All information included in this presentation is presented as of the dates indicated, and the Company does not assume any obligation to correct or update such information in the future. The Company disclaims any inferences regarding the materiality of such information which otherwise may arise as a result of it furnishing such information under Item 7.01 of this Form 8-K.

    In accordance with General Instruction B.2 of Form 8-K, the information furnished in this Item 7.01, including Exhibit 99.2, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be subject to the liabilities of Section 18 of the Exchange Act.
    Item 8.01 - Other Events
    On April 25, 2025, the Company announced its Board of Directors declared a regular quarterly cash dividend on the Company's common stock of $0.55 per share, payable on June 2, 2025, to shareholders of record as of the close of business on May 15, 2025.

    Item 9.01 - Financial Statements and Exhibits
    (d) The following exhibits are being filed herewith:

    Exhibit No.Description
    99.1
    Press release, dated April 25, 2025
    99.2
    Earnings Presentation, dated April 25, 2025
    104
    Cover Page Interactive Data File (embedded within the Inline XBRL document)



    SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 25th day of April, 2025.



    Burke & Herbert Financial Services Corp.
    By:
    /s/ Roy E. Halyama
    Name:
    Roy E. Halyama
    Title:
    Executive Vice President, CFO

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