Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 12, 2024

BERKSHIRE HILLS BANCORP, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-15781		04-3510455
(State or Other Jurisdiction) of Incorporation)		(Commission File No.)		(I.R.S. Employer Identification No.)

60 State Street, Boston, Massachusetts		02109
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (800) 773-5601, ext. 133773

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common stock, par value $0.01 per share		BHLB		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 8.01

Other Events

On February 12, 2024, Berkshire Hills Bancorp, Inc. (the “Company”) announced that the Company’s Annual Meeting of Shareholders is scheduled to be held on May 16, 2024 at 10:00 a.m. at Berkshire Bank’s offices at 99 North Street, Pittsfield, Massachusetts. The date of March 21, 2024 was established as the record date for the determination of the shareholders entitled to notice of, and to vote at, the Annual Meeting.

The agenda for the Annual Meeting will include proposals related to director election, executive compensation and auditor engagement.

A news release regarding the Annual Meeting of Shareholders was issued by the Company and is filed as Exhibit 99.1 hereto and incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits

(a)	Financial statements of businesses acquired. Not Applicable.

(b)	Pro forma financial information. Not Applicable.

(c)	Shell company transactions: Not Applicable.

(d)	Exhibits:

	Exhibit No.	Description

	99.1	News release dated February 12, 2024

	104.1	Cover Page for this Current Report on Form 8-K, formatted in Inline XBRL

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

		Berkshire Hills Bancorp, Inc.

DATE: February 13, 2024	By:	/s/ Wm. Gordon Prescott
		Wm. Gordon Prescott
		Senior Executive Vice President, General Counsel and Corporate Secretary

Exhibit 99.1

Berkshire Hills Announces Annual Meeting Date

BOSTON, February 12, 2024 - Berkshire Hills Bancorp, Inc. (NYSE: BHLB) today announced that its Annual Meeting of Shareholders will be held at 10:00 am on Thursday, May 16, 2024 at Berkshire Bank’s offices at 99 North Street, Pittsfield, Massachusetts. The date of March 21, 2024 has been established as the record date for the determination of shareholders entitled to notice of, and to vote at, the Annual Meeting. The agenda for the Annual Meeting will include proposals related to director election, executive compensation and auditor engagement. Further information about the annual meeting will be available in early April at the Company's website at ir.berkshirebank.com.

About Berkshire Hills Bancorp

Berkshire Hills Bancorp, Inc. (NYSE: BHLB) is the parent company of Berkshire Bank, a relationship-driven, community-focused bank with $12.4 billion in assets and 96 financial centers in New England and New York. Berkshire is headquartered in Boston and offers commercial, retail, wealth, and private banking solutions.

Investor Contact

Kevin Conn

Investor Relations

617.641.9206

kaconn@berkshirebank.com

Cover	Feb. 12, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 12, 2024
Entity File Number	001-15781
Entity Registrant Name	BERKSHIRE HILLS BANCORP, INC.
Entity Central Index Key	0001108134
Entity Tax Identification Number	04-3510455
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	60 State Street
Entity Address, City or Town	Boston
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02109
City Area Code	800
Local Phone Number	773-5601
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	BHLB
Security Exchange Name	NYSE
Entity Emerging Growth Company	false