Schmidt Jennifer Palmer 4

What Happened
Jennifer Palmer Schmidt, EVP and Chief Risk Officer of Burke & Herbert Financial Services Corp. (BHRB), was granted 925 time‑based restricted stock units (RSUs) on January 22, 2026. The Form 4 reports 925 shares at $0.00 (transaction code A); the immediate cash value shown is $0 because these are equity compensation units that convert to shares upon settlement. This is an award (compensation), not a purchase or sale.

Key Details

• Transaction date: 2026-01-22; Form 4 filed on 2026-02-19 (filed late — see below).
• Transaction type/code: Award/Grant (A) — 925 RSUs @ $0.00; reported dollar value $0.
• Vesting/settlement: Footnote F1 — RSUs vest in three equal annual installments, subject to continued employment; each RSU will be settled in one share of common stock.
• Shares owned after transaction: Not disclosed on the Form 4.
• Filing timeliness: The Form 4 was filed ~28 days after the grant (late). Form 4s are generally required within two business days of the transaction; late filings should be noted by investors and may be corrected or explained in amended filings.

Context
RSU grants are a form of compensation and typically reflect incentive pay rather than an immediate market view by the insider. These units do not convert into actual shares until they vest and are settled, and they may be subject to forfeiture if the executive leaves before vesting. For most retail investors, a single-time RSU award of 925 units is routine and often immaterial to company ownership or market dynamics, but you can monitor future filings when the RSUs vest and are settled.