Burke & Herbert Financial Services : Merger Agreement Investor Presentation

Burke & Herbert Financial Services Corp. (Nasdaq: BHRB)

Acquisition of

LINKBANCORP, Inc. (Nasdaq: LNKB)

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December 18, 2025

Disclaimer

Additional Information and Where to Find It

In connection with the proposed transaction, BHRB will file a registration statement on Form S-4 with the SEC to register the shares of BHRB common stock to be issued in connection with the proposed transaction. The registration statement will include a joint proxy statement of BHRB and LNKB, which also constitutes a prospectus of BHRB, that will be sent to shareholders of BHRB and shareholders of LNKB seeking certain approvals related to the proposed transaction. Each of BHRB and LNKB may file with the SEC other relevant documents concerning the proposed transaction. This presentation does not constitute an offer to sell or a solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any offer or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended. INVESTORS AND SHAREHOLDERS OF BHRB AND LNKB AND THEIR RESPECTIVE AFFILIATES ARE URGED TO READ, WHEN AVAILABLE, THE REGISTRATION STATEMENT ON FORM S-4, THE JOINT PROXY STATEMENT/PROSPECTUS TO BE INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4 AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN

IMPORTANT INFORMATION ABOUT BHRB, LNKB AND THE PROPOSED TRANSACTION. Investors and shareholders will be able to obtain a free copy of the registration statement, including the joint proxy statement/prospectus, as well as other relevant documents filed with the SEC containing information about BHRB and LNKB, without charge, at the SEC's website https://www.sec.gov. Copies of documents filed with the SEC by BHRB will be made available free of charge in the "Investor Relations" section of BHRB's website, https://www.burkeandherbertbank.com, under the heading "Financials." Copies of documents filed with the SEC by LNKB will be made available free of charge in the "Investor Relations" section of LNKB's website, https://www.linkbank.com, under the heading "Financials." The information on BHRB's or LNKB's respective websites is not, and shall not be deemed to be, a part of this communication or incorporated into other filings either company makes with the SEC.

Participants in Solicitation

BHRB, LNKB, and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from shareholders of BHRB and shareholders of LNKB in respect of the proposed transaction under the rules of the SEC. Information regarding BHRB's directors and executive officers is available in its definitive proxy statement, which was filed with the SEC on March 31, 2025, and certain other documents filed by BHRB with the SEC. Information regarding LNKB's directors and executive officers is available in its definitive proxy statement, which was filed with the SEC on April 17, 2025, and certain other documents filed by LNKB with the SEC. Other information regarding the participants in the solicitation of proxies in respect of the proposed transaction and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus related to the proposed transaction and other relevant materials to be filed with the SEC. Free copies of these documents, when available, may be obtained as described in the preceding paragraph.

Pro Forma Forward-Looking Data

Neither BHRB's nor LNKB's independent registered public accounting firms have studied, reviewed or performed any procedures with respect to the pro forma forward-looking financial data for the purpose of inclusion in this presentation, and, accordingly, neither have expressed an opinion or provided any form of assurance with respect thereto for the purpose of this presentation. These pro forma forward-looking financial data are for illustrative purposes only and should not be relied on as necessarily being indicative of future results. The assumptions and estimates underlying the pro forma forward-looking financial data are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information, including those in the "Forward-Looking Statements" disclaimer on slide 2 of this presentation. Pro forma forward-looking financial data is inherently uncertain due to a number of factors outside of BHRB's and LNKB's control. Accordingly, there can be no assurance that the prospective results are indicative of future performance of the combined company after the proposed transaction or that actual results will not differ materially from those presented in the pro forma forward-looking financial data. Inclusion of pro forma forward-looking financial data in this presentation should not be regarded as a representation by any person that the results contained in the prospective financial information will be achieved.

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Overview of LINKBANCORP, Inc. Transaction

$11.0B Assets

$8.0B Gross Loans HFI

Scaling Our Mid-Atlantic Franchise (1) $9.1B $1.0B $1.4B Deposits TCE Market Cap

100+ Branches

6 State Footprint

Attractive Financial Impact (2) ~18% 3.2 yrs ~25% 2027 EPS Accr. TBV Earnback IRR

Peer Leading Performance (2) ~1.5% ~18% Est. 2027 ROAA Est. 2027 ROATCE

The combination of BHRB & LNKB will solidify our position as a high-performingMid-Atlantic community bank, enhancing our presence in DE, MD, and VA and expanding into PA

Morgantown

BHRB

LNKB

Pennsylvania

Allentown

Harrisburg

Martinsburg

Maryland

Washington D.C.

West Virginia

Huntington Charleston

Moorefield

Delaware

Lexington

Harrisonburg

Kentucky

Virginia

Bluefield

Richmond

Source: S&P Capital IQ Pro and FactSet Research Systems; Market data as of 12/17/2025

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1. Excludes purchase accounting adjustments and transaction related expenses; Financial data as of or for the quarter ended 9/30/2025; Branch and geographic data per FDIC annual deposit survey as of 6/30/2025

2. Includes purchase accounting adjustments and transaction related expenses; Based on BHRB and LNKB consensus earnings estimate s; Assumes cost savings phased-in 100% in 2027 and a Q2 2026 close; Earnback reflects crossover method; IRR targets an 8.5% TCE/TA ratio and assumes an 8.5x exit multiple; See page 9 for additional transaction assumptions

Strategic Rationale

Strategically Compelling

Creates an $11B Mid-Atlantic community bank with a growing regional footprint

Deepens our presence in existing markets while expanding into demographically and culturally consistent Pennsylvania markets

Compatible high-touch, relationship-based commercial focus and long-term relationships with LNKB

management minimizes integration risk

+ Financially Attractive

Meaningful EPS accretion with limited contribution from accretable yield / non-cash items IRR of approximately 25%

Builds on our existing peer-leading profitability

Leverages our infrastructure build and $10B asset threshold preparedness with limited Durbin impact

Maintains Capital Strength and Flexibility Pro forma CET1 ratio of 11.4% and TRBC ratio of 13.9% (1)

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1. Includes purchase accounting adjustments and transaction related expenses; See page 9 for transaction assumptions

LINKBANCORP, Inc. (LNKB)

Company Highlights

Annapolis (5)

Overview of New Regions (1)

$594M

Gross Loans

$733M

Deposits

7

Banking

Offices

#3 #2

Dauphin: Cumberland:

HHI Growth in PA Pop. Growth in PA

	Harrisburg (2)

• Organized in 2018 and headquartered in Camp Hill, PA, LNKB is a premier Mid-Atlantic community bank serving clients throughout Central and SE Pennsylvania, Maryland, Delaware and Virginia

• 24 full-service branches and 4 LPOs in attractive markets

  $219M

  Gross Loans

  $328M

  Deposits

  2

  Banking Offices

  3.8%

  Projected Pop. Growth

  99th

  Percentile

  '26 HHI Nationwide

  
  
  

  	Delaware Valley (3)

• A relationship-oriented business model drives a growing core deposit base, strong loan growth and consistent profitability

• Growing professional services core deposit generation team

• Regional model showcasing high-quality leadership and talent

  $286M

  Gross Loans

  $148M

  Deposits

  2

  Banking Offices

  >1M

  Combined Population

  3rd

  Largest PA MSA(4)

  
  
  

  Financial Snapshot (Quarter Ended 9/30/2025)

throughout the organization

	Lancaster & York (4)

$3.1B

Total Assets

3.75%

NIM

1.03%

ACL / Loans

$2.5B

Gross Loans

10.3%

ROE

0.05%

NCOs / Avg. Loans

$2.7B

Total Deposits

1.04%

ROA

0.77%

NPAs / Assets

$287M

Gross Loans

$21M

Deposits

1

Banking Office

9.3%

Projected HHI Growth

98th

Percentile

'26 HHI Nationwide

Source: S&P Capital IQ Pro, LNKB filings and LNKB management; Financial data as of or for the quarter ended 9/30/2025 unless otherwise specified

1. Deposit data as of 6/30/2025, projected growth rates estimated from 2026 to 2031 and demographic data per S&P Capital IQ Pro; Loan data as of 9/30/2025 per LNKB management

2. Cumberland, Dauphin, Northumberland and Schuylkill counties

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3. Chester county

4. Lancaster and York counties; Population and population rankings shown on a combined basis

5. Anne Arundel county

Pro Forma Loan and Deposit Composition

BHRB

LNKB

Pro Forma (1)

Loans

42% NOO CRE

$5.6B

20%

Residential R.E.

2%

Consumer &

Other

7%

Construction

30% NOO CRE

$2.5B

19%

Residential R.E.

1%

Consumer &

Other

6%

Construction

38% NOO CRE

$8.0B

20%

Residential R.E.

2%

Consumer & Other

7%

Construction

9%

Multifamily

11% OO CRE

10%

C&I

10%

Multifamily

21% OO CRE

13%

C&I

9%

Multifamily

14%

OO CRE

11%

C&I

Yield on Loans: 6.26%

Yield on Loans: 6.76%

Yield on Loans: 6.61%

Deposits

26% MMDA &

Savings

8%

Retail Time 10%

Jumbo Time

25% MMDA &

8%

Retail Time

18%

Jumbo Time

25%

MMDA &

Savings

8%

Retail Time 12% Jumbo Time

$6.4B

21%

NIB Demand

Savings

$2.7B

24%

NIB Demand

$9.1B

22%

NIB Demand

35%

IB Demand

25%

IB Demand

33%

IB Demand

Cost of Deposits: 1.87%

Cost of Deposits: 2.17%

Cost of Deposits: 1.96%

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Source: S&P Capital IQ Pro, BHRB and LNKB filings; Financial data as of or for the quarter ended 9/30/2025 Note: Totals may not sum due to rounding

Note: C&I includes agricultural and farmland loans; Jumbo time deposits greater than $100k and retail time deposits less than $100k per S&P Capital IQ Pro

1. Excludes purchase accounting adjustments

Transaction Overview

Structure and Exchange Ratio

• 100% stock consideration

• 0.1350x of a BHRB share for each LNKB share

• Pro forma ownership: ~75% BHRB and ~25% LNKB

  Transaction Value (1)

• Implied price per LNKB share: $9.38

• Aggregate transaction value: $354.2 million

  Transaction Multiples

  Recent Transactions (3)

  • Price / TBV: 1.51x

  • Price / 2026E EPS: 11.7x

• Price / TBV: 1.52x

• Price / 2026E EPS: 9.7x (2)

• Price / 2027E EPS: 8.3x (2)

  Board & Management

• 2 directors from LNKB to join the BHRB Board of Directors

• Andrew Samuel to become Senior Advisor to Burke & Herbert Bank and Burke & Herbert Bank Director

• Carl Lundblad (EVP) and Brent Smith (PA Market Leader) to join the Burke & Herbert Bank executive management team

• Significant insider ownership; directors holding 30.2% of LNKB's outstanding shares have entered into voting and support agreements

  in conjunction with the transaction

  Timing and Approvals

• Anticipated closing in Q2 2026

• Subject to BHRB and LNKB shareholder approvals and required regulatory approvals

  
  
  

  Source: S&P Capital IQ Pro, FactSet Research Systems, BHRB and LNKB management; Financial data as of or for the quarter ended 9/30/2025

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  1. Based on BHRB's closing stock price of $69.45 as of 12/17/2025 and LNKB's current outstanding shares on a fully diluted transaction basis; LNKB RSUs and RSAs will receive BHRB common stock and LNKB options and warrants will be converted to BHRB equivalent options and warrants

  2. LNKB estimates per FactSet Consensus

  3. Includes select announced nationwide bank and thrift transactions between $150 million and $500 million since 1/1/2025; Data per S&P Capital IQ Pro or transaction investor presentations; Reflects median values

  Key Assumptions

  
  
  

  Earnings Assumptions

• BHRB's earnings per Street consensus estimates through 2027

• LNKB's earnings per Street consensus estimates through 2027

• Assumes 45% reduction in combined interchange revenue starting in 2H 2027

  Cost Savings

• 37.5% of LNKB annual non-interest expense

• 75% phased-in in 2026 and 100% thereafter

  Merger Expenses

• $41.3 million of after-tax one-time merger expenses

• Fully reflected in pro forma TBV at closing

  Loan Credit Mark

• Gross credit mark on Loans HFI equal to $35.7 million, or 1.5% of LNKB's total loans (1.4x existing ACL)

• Gross credit mark on Unfunded Commitments equal to $3.2 million

  • Net impact of $1.0 million; Assumes reversal of $2.2 million current LNKB ACL on unfunded commitments

• Assumes elimination of bifurcated PCD / Non-PCD accounting treatment per recent FASB accounting standards update

  Other

  Purchase Accounting Marks

  (pre-tax)

• Loan portfolio write-down of $37.6 million accreted straight-line over 4 years

  • Net of existing accretable marks associated with LNKB's prior acquisitions

• HTM securities portfolio write-down of $1.0 million accreted straight-line over 8 years

• Time deposit write-down of $0.2 million amortized straight-line over 1 year

• Subordinated debt write-up of $3.5 million across four outstanding issuances accreted over 7 years

• Long-term borrowings write-up of $0.1 million accreted straight-line over 1 year

  AOCI

• After-tax AOCI of approximately $3.0 million is accreted back into earnings straight-line over 8 years

  Other Assumptions

• $45.1 million core deposit intangible amortized sum of the years digits over 7 years

• Pre-tax cost of cash of 4.00%

• Assumes marginal tax rate of 21.0%

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Thorough Due Diligence Effort

• External and internal review of LNKB loan portfolio

  Credit Diligence Summary

  • Third party and internal resources utilized for loan review, re-rating the

    commercial loan portfolio under BHRB's internal risk rating guidelines

  • File review supplemented with third party CECL model specialists for full credit

    mark validation

• 10 internal and external participants in mutual, reverse loan review focused on largest commercial relationships (>90% coverage) and criticized and classified assets

• Full review of all other key operational areas and business lines of LNKB

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  BHRB internal participants

  ~75%

  Coverage of Large Relationships (>$5M)

  6

  3rdParty participants

  >90%

  Penetration of classified assets

• Internal diligence efforts supplemented by external advisors and valuation experts

• BHRB's management team has extensive prior due diligence and merger integration experience, including the successful integration of its MOE with Summit Financial Group, Inc. which closed in May 2024

The modeled credit mark of ~1.5% is based on a conservative review of credit ratings under BHRB's ratings methodology where 50% of reviewed credits experienced risk-rating migration, primarily within pass rating categories

Thorough diligence process with participation from third party advisors focusing on all key functional areas:

Commercial Banking	Retail Banking & Consumer Lending	Credit & Loan Review	Risk Management	Compliance & Audit	Finance, Accounting & Tax
Treasury	Technology	Operations	Marketing	Human Resources	Legal

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