Burke and Herbert Financial completed its merger with Summit Financial on 5/3/2024 for 0.5043 shares of Burke and Herbert Financial stock for each SMMF share.

The Form S-4 SEC filing for this merger can be found through the SEC EDGAR web site at:

https://www.sec.gov/ix?doc=/Archives/edgar/data/0001964333/000162828023034289/bhrb-20231012.htm . Tax consequences begin on page 136.

Resolution:

The companies plan to structure the merger so it is a non-taxable event. We will assume they are successful and will treat this merger as a simple merger. The information below is based on the information available from a form S-4 filed with the SEC. Price information is from websites offering historical prices.

NOTE: The companies state they will endeavor to satisfy the conditions necessary to make this transaction non-taxable. However, there is the possibility the IRS will disagree with their characterization. These instructions assume the companies succeed in their efforts. New instructions will be written, if and when it becomes known the merger should be treated as a taxable event.

The Merger Entry Go to Accounting > Securities > Record merger of securities in myICLUB. If you are unfamiliar with merger transactions you can get help at this URL: https://www.myiclub.com/faq/article.aspx?id=52

Here is the information needed for Summit Financial shareholders to complete the merger.

• Date: 5/3/2024
• Old Security or Merging Company: Summit Financial (SMMF)
• Price per share of old Security / :  Use last SMMF valuation, if needed
• Cash received:  See your broker statement for cash-in-lieu
• New Security: Burke and Herbert Financial (BHRB)
• New Security Price: 54.73   (Closing price on 5/3/2024)
• Shares received : 0.5043 x (# of SMMF shares owned).
  • (Remember to include fractional shares.)
  • For example, if you owned 100 SMMF shares, you should receive 0.5043 x 100 = 50.43 BHRB shares.

Save the transaction and the merger has been entered.