Joseph Hager - May 3, 2024 Form 4 Insider Report for SUMMIT FINANCIAL GROUP, INC. (SMMF)

Role
EVP & Chief Risk Officer
Signature
/s/ Teresa D Ely, Lmtd POA, Attorney-in-Fact
Stock symbol
SMMF
Transactions as of
May 3, 2024
Transactions value $
$0
Form type
4
Date filed
5/3/2024, 12:13 PM
Previous filing
May 1, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SMMF Common Stock Other $0 +211 +9.06% $0.00 2.54K May 3, 2024 By ESOP F2
transaction SMMF Common Stock Disposed to Issuer -2.54K -100% 0 May 3, 2024 By ESOP F3
transaction SMMF Common Stock Disposed to Issuer -3K -100% 0 May 3, 2024 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SMMF Stock-Settled Stock Appreciation Rights Disposed to Issuer -11K -100% 0 May 3, 2024 Common Stock 11K $26.37 Direct F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Joseph Hager is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 SAR vests in 7 equal annual installments with the beginning date indicated.
F2 Between January 1, 2023 and December 31, 2023, acquired 211.2339 shares of Summit Common Stock under the Summit Financial Group, Inc. Employee Stock Ownership Plan.
F3 Disposed of in accordance with the Agreement and Plan of Reorganization, dated as of August 24, 2023 the ("Merger Agreement"), by and between Summit Financial Group, Inc. ("Summit") and Burke & Herbert Financial Services Corp. ("Burke & Herbert") pursuant to which Summit was merged with and into Burke & Herbert effective May 3, 2024 ("the Merger"). At the effective time of the Merger, each issued and outstanding share of Summit common stock was converted into the right to receive 0.5043 shares of Burke &Herbert common stock (subject to the payment of cash in lieu of fractional shares) (the "Merger Consideration"). As a result of the Merger, the Reporting Person no longer beneficially owns, directly or indirectly, any shares of Summit common stock.
F4 Pursuant to the Merger Agreement, at the effective time of the Merger, each stock appreciation right was converted into a stock appreciation right of Burke & Herbert (each a "Burke & Herbert Replacement SAR"), with adjustments to the number of shares of Burke & Herbert common stock underlying each Burke & Herbert Replacement SAR and the base price of continuing corporation common stock for each Burke & Herbert Replacement SAR adjusted based on the exchange ratio of 0.5043.