Joseph W. Hager - 03 May 2024 Form 4 Insider Report for SUMMIT FINANCIAL GROUP, INC.

Reporting relationship: EVP & Chief Risk Officer
Issuer ticker: N/A
Reported as of: 03 May 2024
Net transaction value: $0
SEC form: 4
Accepted by SEC: 03 May 2024, 12:13:33 UTC
Prior SEC filing: 01 May 2023
Next SEC filing: 11 Mar 2025
Source filing: View source filing
Reporting owner signature: /s/ Teresa D Ely, Lmtd POA, Attorney-in-Fact

Key filing fact

Joseph W. Hager filed Form 4 for SUMMIT FINANCIAL GROUP, INC. on 03 May 2024.

Key facts

This page summarizes Joseph W. Hager's Form 4 filing for SUMMIT FINANCIAL GROUP, INC..
4 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 03 May 2024, 12:13.

Change

Previous filing in this sequence was filed on 01 May 2023.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

SMMF transaction

Common Stock

Other

Transaction value: $0
Shares: +211
Change %: +9.1%
Price: $0.000000
Shares after: 2,543
Date: 03 May 2024
Ownership: By ESOP
Footnotes: F2

SMMF transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -2,543
Change %: -100%
Price
Shares after: 0
Date: 03 May 2024
Ownership: By ESOP
Footnotes: F3

SMMF transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -3,000
Change %: -100%
Price
Shares after: 0
Date: 03 May 2024
Ownership: Direct
Footnotes: F3

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

SMMF transaction Derivative

Stock-Settled Stock Appreciation Rights

Disposed to Issuer

Transaction value
Shares: -10,999
Change %: -100%
Price
Shares after: 0
Date: 03 May 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 10,999
Exercise price: $26.37
Footnotes: F1, F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Joseph W. Hager is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 4 footnotes

Footnote F1

SAR vests in 7 equal annual installments with the beginning date indicated.

Footnote 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.

Footnote 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.

Footnote 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.