secwatch / observer
8-K filed May 3, 2024, 7:59 PM ET CIK 0000811808
M&A confidence high sentiment neutral materiality 0.90

SUMMIT FINANCIAL GROUP, INC.: M&A transaction — Burke & Herbert completes merger with Summit Financial Group, exchange ratio 0.5043

SUMMIT FINANCIAL GROUP, INC.

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

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

Jill S. Upson

Director (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
Appointed

David H. Wilson, Sr.

Director of Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
Departed

Julie R. Markwood

Executive Vice President and Chief Accounting Officer (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
Appointed

Jill S. Upson

Director of Burke & Herbert
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
Appointed

Julie R. Markwood

Senior Vice President and Chief Accounting Officer of Burke & Herbert and Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
Julie R. Markwood, Summit's Executive Vice President and Chief Accounting Officer prior to the Merger, was appointed to serve as Senior Vice President and Chief Accounting Officer of Burke & Herbert and Burke & Herbert Bank
Departed

James P. Geary, II

Director (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
Appointed

H. Charles Maddy, III

President of Burke & Herbert and Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
H. Charles Maddy, III, Summit’s President and Chief Executive Officer prior to the Merger, was appointed to serve as President of Burke & Herbert and Burke & Herbert Bank
Appointed

Oscar M. Bean

Vice Chair of the Board of Burke & Herbert
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
Mr. Bean, the chair of the Summit board of directors, was appointed as a Vice Chair of the board of directors of Burke & Herbert.
Appointed

Bradford E. Ritchie

Executive Vice President and Chief Lending Officer of Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
Bradford E. Ritchie, Summit’s Executive Vice President and President of SCB prior to the Merger, was appointed to serve as Executive Vice President and Chief Lending Officer of Burke & Herbert Bank
Appointed

Gary L. Hinkle

Director of Burke & Herbert
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
Appointed

Joseph W. Hager

Chief Operating Officer of Burke & Herbert and Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
Joseph W. Hager, Summit's Chief Risk Officer prior to the Merger, was appointed to serve as Chief Operating Officer of Burke & Herbert and Burke & Herbert Bank
Departed

H. Charles Maddy, III

President and Chief Executive Officer (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
Departed

Robert S. Tissue

Executive Vice President and Chief Financial Officer (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
Appointed

H. Charles Maddy, III

Director of Burke & Herbert
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
Departed

Charles S. Piccirillo

Director (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
Appointed

Georgette R. George

Director of Burke & Herbert
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
Appointed

James P. Geary, II

Director of Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
Appointed

Jason A. Kitzmiller

Director of Burke & Herbert
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
Departed

Oscar M. Bean

Director (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
Appointed

Oscar M. Bean

Director of Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
Appointed

Ronald L. Bowling

Director of Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
Appointed

Charles S. Piccirillo

Director of Burke & Herbert
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
Departed

Ronald L. Bowling

Director (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, Ronald B. Spencer and David H. Wilson, Sr. tendered their resignations as members of the board of directors of Summit
Appointed

Georgette R. George

Director of Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
Departed

Ronald B. Spencer

Director (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, Ronald B. Spencer and David H. Wilson, Sr. tendered their resignations as members of the board of directors of Summit
Departed

J. Scott Bridgeforth

Director (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, Ronald B. Spencer and David H. Wilson, Sr. tendered their resignations as members of the board of directors of Summit
Departed

David H. Wilson, Sr.

Director (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, Ronald B. Spencer and David H. Wilson, Sr. tendered their resignations as members of the board of directors of Summit
Departed

Joseph W. Hager

Chief Risk Officer (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
Departed

Georgette R. George

Director (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
Departed

Bradford E. Ritchie

Executive Vice President and President of SCB (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
Departed

Jason A. Kitzmiller

Director (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
Appointed

James P. Geary, II

Director of Burke & Herbert
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
Appointed

James M. Cookman

Director of Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
Appointed

H. Charles Maddy, III

Director of Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
Departed

Gary L. Hinkle

Director (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
Appointed

J. Scott Bridgeforth

Director of Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
Departed

James M. Cookman

Director (Summit)
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, Ronald B. Spencer and David H. Wilson, Sr. tendered their resignations as members of the board of directors of Summit
Appointed

Robert S. Tissue

Executive Vice President of Balance Sheet Strategy of Burke & Herbert and Burke & Herbert Bank
SUMMIT FINANCIAL GROUP, INC.
Effective
2024-05-03
Filed
May 3, 2024, 7:59 PM ET
Robert S. Tissue, Summit’s Executive Vice President and Chief Financial Officer prior to the Merger, was appointed to serve as Executive Vice President of Balance Sheet Strategy of Burke & Herbert and Burke & Herbert Bank

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.92

Jill S. Upson departed as Director (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
ceased
Role
Director (Summit)
Exact text from the filing
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

David H. Wilson, Sr. was appointed as Director of Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert Bank
Exact text from the filing
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.92

Julie R. Markwood departed as Executive Vice President and Chief Accounting Officer (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
ceased
Role
Executive Vice President and Chief Accounting Officer (Summit)
Exact text from the filing
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Jill S. Upson was appointed as Director of Burke & Herbert at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert
Exact text from the filing
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Julie R. Markwood was appointed as Senior Vice President and Chief Accounting Officer of Burke & Herbert and Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Senior Vice President and Chief Accounting Officer of Burke & Herbert and Burke & Herbert Bank
Exact text from the filing
Julie R. Markwood, Summit's Executive Vice President and Chief Accounting Officer prior to the Merger, was appointed to serve as Senior Vice President and Chief Accounting Officer of Burke & Herbert and Burke & Herbert Bank
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.92

James P. Geary, II departed as Director (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
ceased
Role
Director (Summit)
Exact text from the filing
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

H. Charles Maddy, III was appointed as President of Burke & Herbert and Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
President of Burke & Herbert and Burke & Herbert Bank
Exact text from the filing
H. Charles Maddy, III, Summit’s President and Chief Executive Officer prior to the Merger, was appointed to serve as President of Burke & Herbert and Burke & Herbert Bank
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Oscar M. Bean was appointed as Vice Chair of the Board of Burke & Herbert at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Vice Chair of the Board of Burke & Herbert
Exact text from the filing
Mr. Bean, the chair of the Summit board of directors, was appointed as a Vice Chair of the board of directors of Burke & Herbert.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Bradford E. Ritchie was appointed as Executive Vice President and Chief Lending Officer of Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Executive Vice President and Chief Lending Officer of Burke & Herbert Bank
Exact text from the filing
Bradford E. Ritchie, Summit’s Executive Vice President and President of SCB prior to the Merger, was appointed to serve as Executive Vice President and Chief Lending Officer of Burke & Herbert Bank
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Gary L. Hinkle was appointed as Director of Burke & Herbert at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert
Exact text from the filing
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Joseph W. Hager was appointed as Chief Operating Officer of Burke & Herbert and Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Chief Operating Officer of Burke & Herbert and Burke & Herbert Bank
Exact text from the filing
Joseph W. Hager, Summit's Chief Risk Officer prior to the Merger, was appointed to serve as Chief Operating Officer of Burke & Herbert and Burke & Herbert Bank
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.92

H. Charles Maddy, III departed as President and Chief Executive Officer (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
ceased
Role
President and Chief Executive Officer (Summit)
Exact text from the filing
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.92

Robert S. Tissue departed as Executive Vice President and Chief Financial Officer (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
ceased
Role
Executive Vice President and Chief Financial Officer (Summit)
Exact text from the filing
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

H. Charles Maddy, III was appointed as Director of Burke & Herbert at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert
Exact text from the filing
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.92

Charles S. Piccirillo departed as Director (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
ceased
Role
Director (Summit)
Exact text from the filing
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Georgette R. George was appointed as Director of Burke & Herbert at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert
Exact text from the filing
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

James P. Geary, II was appointed as Director of Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert Bank
Exact text from the filing
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Jason A. Kitzmiller was appointed as Director of Burke & Herbert at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert
Exact text from the filing
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.92

Oscar M. Bean departed as Director (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
ceased
Role
Director (Summit)
Exact text from the filing
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Oscar M. Bean was appointed as Director of Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert Bank
Exact text from the filing
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Ronald L. Bowling was appointed as Director of Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert Bank
Exact text from the filing
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Charles S. Piccirillo was appointed as Director of Burke & Herbert at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert
Exact text from the filing
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.98

Ronald L. Bowling resigned as Director (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
resigned
Role
Director (Summit)
Exact text from the filing
Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, Ronald B. Spencer and David H. Wilson, Sr. tendered their resignations as members of the board of directors of Summit
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Georgette R. George was appointed as Director of Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert Bank
Exact text from the filing
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.98

Ronald B. Spencer resigned as Director (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
resigned
Role
Director (Summit)
Exact text from the filing
Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, Ronald B. Spencer and David H. Wilson, Sr. tendered their resignations as members of the board of directors of Summit
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.98

J. Scott Bridgeforth resigned as Director (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
resigned
Role
Director (Summit)
Exact text from the filing
Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, Ronald B. Spencer and David H. Wilson, Sr. tendered their resignations as members of the board of directors of Summit
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.98

David H. Wilson, Sr. resigned as Director (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
resigned
Role
Director (Summit)
Exact text from the filing
Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, Ronald B. Spencer and David H. Wilson, Sr. tendered their resignations as members of the board of directors of Summit
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.92

Joseph W. Hager departed as Chief Risk Officer (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
ceased
Role
Chief Risk Officer (Summit)
Exact text from the filing
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.92

Georgette R. George departed as Director (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
ceased
Role
Director (Summit)
Exact text from the filing
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.92

Bradford E. Ritchie departed as Executive Vice President and President of SCB (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
ceased
Role
Executive Vice President and President of SCB (Summit)
Exact text from the filing
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.92

Jason A. Kitzmiller departed as Director (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
ceased
Role
Director (Summit)
Exact text from the filing
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

James P. Geary, II was appointed as Director of Burke & Herbert at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert
Exact text from the filing
The eight Summit directors designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the board of directors of Burke & Herbert as of the Effective Time (the “Summit Continuing Directors”), are as follows: Oscar M. Bean, James P. Geary, II, Georgette R. George, Gary L. Hinkle, Jason A. Kitzmiller, H. Charles Maddy, III, Charles S. Piccirillo, and Jill S. Upson.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

James M. Cookman was appointed as Director of Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert Bank
Exact text from the filing
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

H. Charles Maddy, III was appointed as Director of Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert Bank
Exact text from the filing
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.92

Gary L. Hinkle departed as Director (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
ceased
Role
Director (Summit)
Exact text from the filing
At the Effective Time of the Merger, all of the directors and executive officers of Summit ceased serving as directors and executive officers of Summit.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

J. Scott Bridgeforth was appointed as Director of Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Director of Burke & Herbert Bank
Exact text from the filing
The eight directors of SCB designated by Summit pursuant to the Merger Agreement, each of whom was appointed as a member of the Burke & Herbert Bank board of directors as of the Effective Time, are as follows: Oscar M. Bean, Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, James P. Geary, II, Georgette R. George, H. Charles Maddy, III, and David H. Wilson, Sr.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.98

James M. Cookman resigned as Director (Summit) at SUMMIT FINANCIAL GROUP, INC..

Action
resigned
Role
Director (Summit)
Exact text from the filing
Ronald L. Bowling, J. Scott Bridgeforth, James M. Cookman, Ronald B. Spencer and David H. Wilson, Sr. tendered their resignations as members of the board of directors of Summit
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Robert S. Tissue was appointed as Executive Vice President of Balance Sheet Strategy of Burke & Herbert and Burke & Herbert Bank at SUMMIT FINANCIAL GROUP, INC..

Action
appointed
Role
Executive Vice President of Balance Sheet Strategy of Burke & Herbert and Burke & Herbert Bank
Exact text from the filing
Robert S. Tissue, Summit’s Executive Vice President and Chief Financial Officer prior to the Merger, was appointed to serve as Executive Vice President of Balance Sheet Strategy of Burke & Herbert and Burke & Herbert Bank
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

SUMMIT FINANCIAL GROUP, INC.: Burke & Herbert filed an amended certificate of incorporation establishing the Series 2021 Preferred Stock, effective May 3, 2024, immediately prior to the merger effective time (effective 2024-05-03).

Change
charter amendment
Effective
2024-05-03
Exact text from the filing
Burke & Herbert filed an amended certificate of incorporation (the “Amended Certificate”) with the Virginia State Corporation Commission (the “VSCC”), establishing the powers, preferences, privileges, and rights of the Burke & Herbert Series 2021 Preferred Stock. The Amended Certificate became effective on May 3, 2024, immediately prior to the Effective Time
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

SUMMIT FINANCIAL GROUP, INC.: Bylaws of Burke & Herbert were amended to fix board size at 16 directors, specify director categories, and provide governance arrangements for director nominations and vacancies, effective as of the merger effective time.

Change
bylaw amendment
Exact text from the filing
the bylaws of Burke & Herbert were amended to provide for certain governance arrangements for the continuing corporation, effective as of the Effective Time. The Burke & Herbert bylaw amendment fixes the number of directors on the Burke & Herbert Board at 16 directors and provides that eight of these directors will consist of the eight Burke & Herbert directors designated by Burke & Herbert pursuant to the Merger Agreement (the “Burke & Herbert Continuing Directors”) and eight will consist of the Summit Continuing Directors.
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

SUMMIT FINANCIAL GROUP, INC. underwent a change of control involving Burke & Herbert Financial Services Corp. for 0.5043 shares of Burke & Herbert Common Stock per share of Summit Common Stock (closed 2024-05-03).

Action
change of control
Counterparty
Burke & Herbert Financial Services Corp.
Consideration
0.5043 shares of Burke & Herbert Common Stock per share of Summit Common Stock
Closing
2024-05-03
Exact text from the filing
Stock”) issued and outstanding immediately prior to the Effective Time, other than certain shares held by Burke & Herbert and Summit, was converted into the right to receive 0.5043 shares (the “Exchange Ratio”) of common stock, par value $0.50 per share, of Burke & Herbert (“Burke & Herbert Common Stock” and such shares the “Merger Consideration”). Holders
View on SEC.gov

27 governance changes filed in the last 30 days. Browse all governance changes →

Source: SEC EDGAR
accession 0001437749-24-014543
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