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  • The Notes Will Be Structurally Subordinated to All of the Existing and Future Liabilities and Obligations of Our Subsidiaries, Including the Deposit Liabilities and Claims of Other Creditors of Our Bank Subsidiary (new) — Noteholders are behind depositors and other creditors of the bank subsidiary in a liquidation, with approximately $9.6 billion of senior liabilities.
  • Payment of Principal of the Notes May Be Accelerated By the Trustee or the Holders of the Notes Only In the Event of Our Insolvency, Receivership, Conservatorship, Liquidation or Similar Proceeding. (new) — Investors have limited remedies for default other than insolvency, reducing their ability to enforce payment.
NASDAQ: BHRB Burke & Herbert Financial Services Corp. 424B5

Burke & Herbert Financial Services Corp. offers subordinated notes due 2036; terms not yet set

Filed September 28, 2026 · ~1 min read

Key Changes

  • high

    The company is offering fixed-to-floating rate subordinated notes due 2036, but the aggregate principal amount and interest rate are left blank in this preliminary prospectus supplement.

    The Offering verify on EDGAR →
  • high

    Net proceeds are expected to be $4.5 million, which will be used to repay existing notes and potentially redeem preferred stock, with the remainder for general corporate purposes.

    Use of Proceeds verify on EDGAR →
  • high

    The notes will be subordinated to all senior debt and structurally subordinated to approximately $9.6 billion of liabilities at the bank subsidiary, including deposits.

    Risk Factors verify on EDGAR →

2 more material changes behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.

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View original filing on SEC.gov

Figures/quotes linked to EDGAR · Narrative written by AI · Sep 29, 2026 · How we verify