8-K filed September 2, 2025, 7:59 PM ET CIK 0001049782

M&A confidence high sentiment neutral materiality 0.90

Brookline Bancorp completes merger of equals with Beacon Financial; 0.42x exchange ratio; delisting from Nasdaq

BROOKLINE BANCORP INC

On Sept 1, 2025, Brookline merged with Beacon Financial (fka Berkshire Hills Bancorp) in a stock-for-stock deal; 0.42 Beacon shares per Brookline share.
Brookline Common Stock delisted from Nasdaq effective Sept 2, 2025; trading suspended.
All Brookline directors and officers resigned upon closing; surviving entity is Beacon Financial Corporation.
Beacon Financial ticker changed from BHLB to BBT; total shares outstanding ~84.3M.
Bank subsidiaries merged into Brookline Bank, renamed Beacon Bank & Trust.

item 2.01 item 3.01 item 3.03 item 5.01 item 5.02 item 5.03 item 9.01

Machine-readable event card

schema_version: secwatch.filing_event.v1
accession: 0001104659-25-086054
form_type: 8-K
ticker: null
cik: 0001049782
company_name: BROOKLINE BANCORP INC
filed_at: 2025-09-02T23:59:59+00:00
discovered_at: 2026-05-14T18:02:43.200626+00:00
generated_at: 2026-05-17T08:42:55.418261+00:00
sec_items: ["2.01", "3.01", "3.03", "5.01", "5.02", "5.03", "9.01"]
event_type: m_and_a
sentiment: neutral
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: high
secwatch_canonical_url: https://secwatch.observer/filing/0001104659-25-086054
json_url: https://secwatch.observer/filing/0001104659-25-086054.json
markdown_url: https://secwatch.observer/filing/0001104659-25-086054.md
text_url: https://secwatch.observer/filing/0001104659-25-086054.txt
edgar_index_url: https://www.sec.gov/Archives/edgar/data/1049782/000110465925086054/0001104659-25-086054-index.htm
edgar_primary_document_url: https://www.sec.gov/Archives/edgar/data/1049782/000110465925086054/tm2524567d2_8k.htm
generated_by_model: deepseek-v4-flash:cloud@v2
review_status: machine_generated
human_reviewed: false
corrected: false
correction_note: null
correction_timestamp: null
superseded_by: null

JSON Markdown Plain text

Source-grounded claims

1923a656130828f2fefa2a7818cd9623b4438a47

BROOKLINE BANCORP INC: Amended and Restated Bylaws ceased to be in effect upon closing of the Transaction.

the Amended and Restated Bylaws of Brookline ceased to be in effect.

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

a081184c6c61b7bc1bc9758668c776799403d2b6

BROOKLINE BANCORP INC: Certificate of Incorporation ceased to be in effect upon closing of the Transaction.

Effective upon the closing of the Transaction, the Certificate of Incorporation

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

ea48be90b161acd2d830e1092083c42cee4774ca

BROOKLINE BANCORP INC underwent a change of control involving Beacon Financial Corporation, Inc. for 0.42 shares of Beacon Financial Common Stock per share of Brookline Common Stock (closed 2025-09-01).

of the closing of the Holdco Merger, each share of Brookline common stock, par value $0.01 per share (“Brookline Common Stock”), was converted into the right to receive 0.42 shares of Beacon Financial Common Stock, with cash to be paid in lieu of fractional shares (the “Merger Consideration”). Immediately following the Holdco Merger, Berkshire Bank, a

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

Comparable filings

AMWD

American Woodmark completes merger with MasterBrand; shareholders receive 5.150 MBC shares per share

AMERICAN WOODMARK CORP May 28, 2026, 9:17 AM ET m_and_a Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 7.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

the Amended and Restated Bylaws of Brookline ceased to be in effect.

Comparable filing

the Articles of Incorporation and Bylaws of American Woodmark were each amended and restated in their entirety to be the same as the Articles of Incorporation and Bylaws of Merger Sub as in effect immediately prior to the Effective Time, except that references to Merger Sub’s name were replaced with references to American Woodmark’s name.

Filing page SEC filing

Veris Residential, L.P.

Veris Residential taken private in $3.5B all-cash acquisition by Affinius Capital consortium

Veris Residential, L.P. May 27, 2026, 4:44 PM ET m_and_a Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

the Amended and Restated Bylaws of Brookline ceased to be in effect.

Comparable filing

Pursuant to the Merger Agreement, following the consummation of the Merger, the Company ceased to exist and Merger Sub I continued as the Surviving Entity. As of the Effective Time, (i) the certificate of formation of Merger Sub I in effect immediately prior to the consummation of the Merger became the certificate of formation of the Surviving Entity, and (ii) the limited liability company agreement of Merger Sub I in effect immediately prior to the consummation of the Merger became the limited liability company agreement of the Surviving Entity.

Filing page SEC filing

APAD

Enhanced Group completes de-SPAC merger with Enhanced Ltd; redemptions of $201.7M

Enhanced Group Inc. May 8, 2026, 7:59 PM ET m_and_a Items 1.01, 2.01, 5.06, 3.02, 9.01, 4.01, 3.01, 3.03, 5.01, 5.02, 5.03, 5.05, 7.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

the Amended and Restated Bylaws of Brookline ceased to be in effect.

Comparable filing

As a result of the Business Combination, the Company ceased being a shell company

Filing page SEC filing

FFIC

OceanFirst completes acquisition of Flushing Financial; FFIC holders receive 0.85 OCFC shares

FLUSHING FINANCIAL CORP June 1, 2026, 5:21 PM ET m_and_a Items 2.01, 3.01, 3.03, 5.01, 5.02, 9.01

same fact type: ma_transaction same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 9.01 same event type: m_and_a similar materiality

This filing

of the closing of the Holdco Merger, each share of Brookline common stock, par value $0.01 per share (“Brookline Common Stock”), was converted into the right to receive 0.42 shares of Beacon Financial Common Stock, with cash to be paid in lieu of fractional shares (the “Merger Consideration”). Immediately following the Holdco Merger, Berkshire Bank, a

Comparable filing

of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).

Filing page SEC filing

Enviri II Corp

New Enviri completes spin-off; starts trading June 2 under NVRI; ~$1.2B revenue, ~$140M EBITDA

Enviri II Corp June 1, 2026, 5:18 PM ET m_and_a Items 1.01, 2.03, 3.03, 5.03, 5.01, 5.02, 5.05, 7.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

the Amended and Restated Bylaws of Brookline ceased to be in effect.

Comparable filing

In connection with the Spin-Off, the Board adopted the Code of Conduct, a copy of which is available on New Enviri’s website at www.enviri.com.

Filing page SEC filing

Matternet, Inc.

Matternet goes public via reverse merger with Los Altos Ventures, $27.6M PIPE

Matternet, Inc. May 29, 2026, 5:21 PM ET m_and_a Items 1.01, 2.01, 3.02, 3.03, 4.01, 5.01, 5.02, 5.03, 5.06, 9.01

same fact type: governance_change same SEC item: 2.01, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

the Amended and Restated Bylaws of Brookline ceased to be in effect.

Comparable filing

At the Effective Time, we amended and restated our certificate of incorporation.

Filing page SEC filing

CVGW

Calavo completes acquisition by Mission Produce; shareholders receive 0.9790 Mission shares + $14.85 cash per share

CALAVO GROWERS INC May 29, 2026, 6:01 AM ET m_and_a Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 9.01

same fact type: ma_transaction same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 9.01 same event type: m_and_a similar materiality

This filing

of the closing of the Holdco Merger, each share of Brookline common stock, par value $0.01 per share (“Brookline Common Stock”), was converted into the right to receive 0.42 shares of Beacon Financial Common Stock, with cash to be paid in lieu of fractional shares (the “Merger Consideration”). Immediately following the Holdco Merger, Berkshire Bank, a

Comparable filing

Time and (y) the Merger Consideration Value. Aggregate Merger Consideration The total aggregate consideration payable to Calavo shareholders in the Mergers was approximately 17,531,182 Mission Produce Shares and $265,922,425. The cash consideration was paid by Mission Produce using a combination of (a) available cash on hand and (b) third-party debt financing.

Filing page SEC filing

MCW

Mister Car Wash completes $3.1B take-private by Leonard Green & Partners at $7.00/share

Mister Car Wash, Inc. May 19, 2026, 10:08 AM ET m_and_a Items 1.01, 1.02, 2.01, 2.03, 3.01, 3.03, 5.01, 5.03, 5.02, 7.01, 9.01

same fact type: ma_transaction same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

of the closing of the Holdco Merger, each share of Brookline common stock, par value $0.01 per share (“Brookline Common Stock”), was converted into the right to receive 0.42 shares of Beacon Financial Common Stock, with cash to be paid in lieu of fractional shares (the “Merger Consideration”). Immediately following the Holdco Merger, Berkshire Bank, a

Comparable filing

Report on Form 8-K is incorporated by reference into this Item 1.01. In connection with the consummation of the Merger, on May 19, 2026, Borrower entered into Amendment No. 7 (the “ Amendment ”) to its existing Amended and Restated First Lien Credit Agreement, dated as of May 14, 2019, by and among Borrower, Hotshine IntermediateCo, Inc., the other

Filing page SEC filing

Source: SEC EDGAR

accession 0001104659-25-086054

view filing index on sec.gov

view primary document

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.