LINKBANCORP, Inc.

Item 1.01 Entry into a Material Definitive Agreement On December 18, 2025, LINKBANCORP, Inc., a Pennsylvania corporation (“LNKB”) and Burke & Herbert Financial Services Corp., a Virginia corporation (“BHRB”), entered into an Agreement and Plan of Merger (the “Merger Agreement”). The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein, LNKB will merge with and into BHRB, with BHRB as the surviving corporation (the “Merger”). The Merger Agreement further provides that immediately following the Merger, LINKBANK, the wholly-owned Pennsylvania chartered commercial bank subsidiary of LNKB (“Link”), will merge with and into Burke & Herbert Bank & Trust Company, a Virginia chartered bank and a wholly-owned Subsidiary of BHRB (“B&H Bank”), with B&H Bank as the surviving bank (the “Subsidiary Merger” and, together with the Merger, the “Transaction”). The Merger Agreement was unanimously approved by the board of directors of each of LNKB and BHRB on December 18, 2025. Merger Consideration Upon the terms and subject to the conditions of the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each share of common stock, par value $0.01 per share, of LNKB (“LNKB Common Stock”) outstanding immediately prior to the Effective Time will be converted into the right to receive 0.1350 shares (the “Exchange Ratio”) of common stock, par value $0.50 per share, of BHRB (“BHRB Common Stock”). Holders of LNKB Common Stock will receive cash in lieu of fractional shares. The Merger is intended to be a tax-free reorganization under Section 368(a) of the Internal Revenue Code. Treatment of LNKB Equity-Based Awards Upon the terms and subject to the conditions of the Merger Agreement, at the Effective Time: each time-vesting restricted share of LNKB Common Stock granted under LNKB’s equity incentive plans (the “LNKB Stock Plans”) that is outstanding and unvested immediately prior to the Effective Time (each such share, an “LNKB Restricted Stock Award”), shall fully vest and shall have the treatment set forth in the Merger Agreement applicable to shares of LNKB Common Stock, subject to applicable tax withholding as provided in the LNKB Stock Plans and applicable award agreements; each time-vesting restricted stock unit award in respect of shares of LNKB Common Stock granted under a LNKB Stock Plan (each such restricted stock unit award, an “LNKB RSU Award”) that is outstanding immediately prior to the Effective Time, shall fully vest (if unvested) and be cancelled and converted automatically into the right to receive, with respect to each share of LNKB Common Stock underlying the LNKB RSU Award, the consideration under the Merger Agreement, as if such LNKB RSU Awa... each stock option in respect of shares of LNKB Common Stock granted under the LNKB Stock Plans (each such stock option, an “LNKB Option”) that is outstanding immediately prior to the Effective Time, shall be assumed by BHRB (such, LNKB Option, an “Assumed Option”) and converted into a stock option that is exercisable for (subject to achievement of the applicable time-based vesting conditions based on service after the closing date of the Merger to BHRB) a number of shares of BHRB Common S... Treatment of LNKB Warrants Upon the terms and subject to the conditions of the Merger Agreement, at the Effective Time, each warrant to acquire shares of LNKB Common Stock (each such warrant, an “LNKB Warrant”) that is outstanding immediately prior to the Effective Time shall be converted into a warrant that is exercisable for a number of shares of BHRB Common Stock equal to the number of shares of LNKB Common Stock underlying the LNKB Warrant immediately prior to the Effective Time multiplied by the Exchange Ratio, rounded down to the nearest whole share. Such warrants will have an exercise price per share of BHRB Common Stock equal to the exercise price applicable to the underlying LNKB Warrant immediately prior to the Effective Time divided by the Exchange Ratio, rounded up to the nearest cent, and will otherwise continue to have, and shall be subject to, the same terms and conditions as applied to the underlying LNKB Warrant immediately prior to the Effective Time. Treatment of LINKBANCORP, Inc. 2022 Employee Stock Purchase Plan The Merger Agreement provides that the LNKB board of directors will take appropriate action with respect to the LINKBANCORP, Inc. 2022 Employee Stock Purchase Plan (the “ESPP”) to cause the offering period ongoing as of the date of the Merger Agreement to be the final offering period under the ESPP and the purchase rights under the ESPP to be exercised on the earlier of (x) the scheduled purchase date for such offering period and (y) the date that is ten business days prior to the closing date of the Merger, (ii) prohibit any individual who is not participating in the ESPP as of the date of the Merger Agreement from commencing participation in the ESPP following the date of the Merger Agreement, (iii) prohibit participants in the ESPP from increasing their payroll deductions from those in effect as of the date of the Merger Agreement and (iv) terminate the ESPP as of, and subject to, the Effective Time. Certain Governance Matters The Merger Agreement provides that, prior to the Effective Time each of BHRB and B&H Bank will take certain actions regarding governance matters to take effect as at the Effective Time related to BHRB as the surviving corporation and B&H Bank as the continuing bank. BHRB will take all actions necessary to cause the number of directors that will comprise the full board of directors of the surviving corporation at the Effective Time to be increased by two members (or less to the extent there are vacant seats), and shall appoint to the board of directors of the surviving corporation two members of the board of directors of LNKB, each of whom would qualify as an “independent director” pursuant to the listing standards of the Nasdaq Stock Market, LLC (“Nasdaq”), as mutually agreed by BHRB and LNKB (such directors the “LNKB Continuing Directors”). B&H Bank will take all actions necessary to cause the number of directors that will comprise the full board of directors of the surviving bank at the Subsidiary Merger Effective Time to be increased by three members (or less to the extent there are vacant seats), and shall appoint to the board of directors of the surviving bank three members of the board of directors of Link, two of whom shall be the LNKB Continuing Directors, and one of whom shall be the current Chief Executive Officer of LNKB and Link, Andrew Samuel (together with the LNKB Continuing Directors, the “Link Continuing Directors”). The officers of BHRB as of immediately prior to the Effective Time shall be the officers of the surviving corporation. At B&H Bank, as the continuing bank, the officers will be the officers of B&H Bank as of immediately prior to the Effective Time; provided however, that at the Effective Time, Andrew Samuel, the Chief Executive Officer of LNKB, will join B&H Bank as Senior Advisor, Carl Lundblad, the President of LNKB, will join B&H Bank as Executive Vice President, and Brent Smith, the President of Link, will join B&H Bank as Executive Vice President, Pennsylvania Market Leader. In connection with these roles, B&H Bank has entered into an employment agreement with each of Mr. Samuel, Mr. Lundblad and Mr. Smith, each of which agreement will become effective upon the completion of the Transaction. Certain Other Terms and Conditions of the Merger Agreement The Merger Agreement contains customary representations and warranties from both LNKB and BHRB, and each party has agreed to customary covenants, including, among others, covenants relating to (i) the conduct of its business during the interim period between the execution of the Merger Agreement and the Effective Time, (ii) the obligation of each of LNKB and BHRB to call a meeting of its respective shareholders to approve the Merger Agreement and, subject to certain exceptions, the obligation of each board of directors to recommend that its shareholders approve the Merger Agreement, and (iii) each party’s non-solicitation obligations related to alternative acquisition proposals. LNKB and BHRB have also agreed to use their reasonable best efforts to prepare and file all applications, notices and other documents to obtain all necessary consents and approvals for consummation of the transactions contemplated by the Merger Agreement. The completion of the Merger is subject to customary conditions, including (i) approval of the Merger Agreement by the requisite vote of the shareholders of each of LNKB and BHRB, (ii) authorization for listing on Nasdaq of the shares of BHRB Common Stock to be issued in the Merger, (iv) receipt of required regulatory approvals, including the approval of the Board of Governors of the Federal Reserve System, the Federal Deposit Insurance Corporation, the Virginia Bureau of Financial Institutions and the Pennsylvania Department of Banking and Securities, without the imposition of any condition or restriction that would be reasonably expected to have a material adverse effect on the continuing corporation and its subsidiaries, taken as a whole, after giving effect to the Merger and the Subsidiary Merger, (v) effectiveness of the registration statement on Form S-4 for the BHRB Common Stock to be issued in the Merger and (vi) the absence of any order, injunction, decree or other legal restraint preventing the completion of the Merger, the Subsidiary Merger or any of the other transactions contemplated by the Merger Agreement or making the completion of the Merger, the Subsidiary Merger, or any of the other transactions contemplated by the Merger Agreement illegal. Each party’s obligation to complete the Merger is also subject to certain additional customary conditions, including (a) subject to certain exceptions, the accuracy of the representations and warranties of the other party, (b) performance in all material respects by the other party of its obligations under the Merger Agreement, and (c) receipt by such party of an opinion from its counsel to the effect that the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended. The Merger Agreement provides certain termination rights for both LNKB and BHRB and further provides that a termination fee of $14.2 million will be payable by either LNKB or BHRB, as applicable, upon termination of the Merger Agreement under certain circumstances. The representations, warranties and covenants of each party set forth in the Merger Agreement have been made only for purposes of, and were and are solely for the benefit of the parties to the Merger Agreement; may be subject to limitations agreed upon by the contracting parties, including being qualified by confidential disclosures made for the purposes of allocating contractual risk between the parties to the Merger Agreement instead of establishing these matters as facts; and, may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Accordingly, the representations and warranties may not describe the actual state of affairs at the date they were made or at any other time, and investors should not rely on them as statements of fact. In addition, such representations and warranties (i) will not survive consummation of the Merger and (ii) were made only as of the date of the Merger Agreement or such other date as is specified in the Merger Agreement. Moreover, information concerning the subject matter of the representations and warranties may change after the date of the Merger Agreement, which subsequent information may or may not be fully reflected in the parties’ public disclosures. Accordingly, the Merger Agreement is included with this filing only to provide investors with information regarding the terms of the Merger Agreement, and not to provide investors with any other information regarding LNKB or BHRB, their respective affiliates or their respective businesses. The Merger Agreement should not be read alone, but should instead be read in conjunction with the other information regarding LNKB, BHRB, their respective affiliates or their respective businesses, the Merger Agreement, the Merger, and the Subsidiary Merger that will be contained in, or incorporated by reference into, the Registration Statement on Form S-4 that will include a joint proxy statement of LNKB and BHRB and a prospectus of BHRB, and as may be amended from time-to-time, as well as in the Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings that each of LNKB and BHRB makes with the Securities and Exchange Commission (“SEC”). The foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Merger Agreement, which is attached hereto as Exhibit 2.1 and incorporated herein by reference. Support Agreements Simultaneously with the execution of the Merger Agreement, BHRB entered into a support agreement (a “LNKB Support Agreement”) with each of the directors on the board of directors of LNKB. Each LNKB director, as a shareholder party to a LNKB Support Agreement, has agreed, among other things, to vote shares of LNKB Common Stock owned by such shareholder, and over which such shareholder has the right to dispose of and has voting power, in favor of the Merger Agreement and the other transactions contemplated by the Merger Agreement, and against any competing acquisition proposal, any action, agreement transaction or proposal which could reasonably be expected to result in a breach of any representation, warranty, covenant, agreement or other obligation of LNKB in the Merger Agreement in any material respect, or other action that is intended or would reasonably be expected to prevent, impede, interfere with, delay, postpone or discourage any of the transactions contemplated by the Merger Agreement. The LNKB Support Agreements will terminate in certain circumstances, including upon consummation of the Merger or the termination of the Merger Agreement in accordance with its terms. Furthermore, simultaneously with the execution of the Merger Agreement, LNKB entered into a support agreement (a “BHRB Support Agreement”) with each of the directors on the board of directors of BHRB. Each BHRB director, as a shareholder party to a BHRB Support Agreement, has agreed, among other things, to vote shares of BHRB Common Stock owned by such shareholder, and over which such shareholder has the right to dispose of and has voting power, in favor of the Merger Agreement and the other transactions contemplated by the Merger Agreement, and against any competing acquisition proposal, any action, agreement transaction or proposal which could reasonably be expected to result in a breach of any representation, warranty, covenant, agreement or other obligation of BHRB in the Merger Agreement in any material respect, or other action that is intended or would reasonably be expected to prevent, impede, interfere with, delay, postpone or discourage any of the transactions contemplated by the Merger Agreement. The BHRB Support Agreements will terminate in certain circumstances, including upon consummation of the Merger or the termination of the Merger Agreement in accordance with its terms. The foregoing description of the LNKB Support Agreements and BHRB Support Agreements do not purport to be complete and are qualified in their entirety by reference to the full text of the LNKB Support Agreements and BHRB Support Agreements, forms of which are attached as Exhibit 99.1 and 99.2, respectively, to this Current Report on Form 8-K and are incorporated by reference herein.

Item 7.01 Regulation FD Disclosure On December 18, 2025, LNKB and BHRB issued a joint press release announcing the execution of the Merger Agreement. A copy of the press release is furnished as Exhibit 99.3 to this Current Report on Form 8-K. The information in this Item 7.01 and Exhibit 99.3 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth in such filing.