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): March 4, 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 March 4, 2024, Berkshire Hills Bancorp, Inc. (the “Company”) announced that Berkshire Bank, the wholly owned subsidiary of the Company, has entered into definitive agreements with three buyers to sell 10 of Berkshire Bank’s upstate and eastern New York branches, consisting of eight offices in Albany, Saratoga, Schenectady and Columbia counties, one office in Whitehall and one office in East Syracuse.

A copy of the news release is attached as Exhibit 99.1 to this Current Report.

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 March 4, 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: March 4, 2024	By:	/s/Nitin J. Mhatre
		Nitin J. Mhatre President and Chief Executive Officer

Exhibit 99.1

Berkshire Hills Bancorp to Sell Select

Upstate and Eastern New York Branches

Enhances efficiency and profitability of the overall branch network

Strengthens focus in core New York markets

Combined branch and securities sale is neutral to full year 2024 earnings outlook

BOSTON – March 4, 2024 – Berkshire Hills Bancorp, Inc. (NYSE: BHLB) announced today that its wholly owned subsidiary Berkshire Bank has entered into definitive agreements with three buyers to sell 10 of its upstate and eastern New York branches, consisting of eight offices in Albany, Saratoga, Schenectady and Columbia counties, one office in Whitehall and one office in East Syracuse.

The sales include approximately $485.5 million in deposits, $60.5 million of related residential mortgage and consumer loans along with all branch premises and equipment. The transactions exclude Berkshire’s commercial banking business.

Hudson Valley Credit Union is purchasing eight locations in Albany, Saratoga, Schenectady, and Columbia counties, Glens Falls National Bank and Trust Company is purchasing one location in Whitehall and Pathfinder Bank is purchasing one location in East Syracuse. The buyers intend to offer employment to all associated staff. The sales are targeted for completion by the end of the third quarter of 2024 subject to customary regulatory approvals and associated system conversions. They reduce Berkshire’s overall branch footprint from 96 to 86 locations.

CEO Nitin Mhatre stated, “Our announcement today is another step in our continued efforts to create efficiencies in our branch network so we can continue to invest in our bankers and client experience to further improve our long-term profitability. The proposed sales will concentrate our overall geographic footprint and lower our expense run rate, while strengthening focus in our core New York markets. The branch sales combined with a future securities sale will not materially increase borrowings and will be effectively neutral to full year 2024 earnings outlook.”

Berkshire remains committed to the important core New York markets where it will continue to operate 16 branches. Berkshire clients at its remaining locations will continue to work with the same bankers as they did prior to the announcement.

“We continue to execute on opportunities to create efficiencies in our franchise,” stated CFO David Rosato. “These transactions allow us to exit these branches without incurring severance or real estate costs while reducing expenses and contributing positively to our long-term profitability.”

Berkshire's financial advisor for the branch sale was RBC Capital Markets LLC and legal counsel was provided by Luse Gorman, PC.

ABOUT BERKSHIRE HILLS BANCORP

Berkshire Hills Bancorp, Inc. (NYSE: BHLB) is the parent company of Berkshire Bank, a relationship-driven, community-focused bank that delivers industry-leading financial expertise to clients in New England and New York. With $12.4 billion in assets and 96 branches, Berkshire is headquartered in Boston and provides a full suite of tailored banking solutions through its Commercial Banking, Retail Banking, Consumer Lending, Private Banking and Wealth Management divisions. For more than 175 years, the Bank has delivered strength, stability and trusted advice to empower the financial potential of its clients and communities. Newsweek named Berkshire one of America’s Most Trusted Companies and one of America’s Best Regional Banks. To learn more about Berkshire Hills Bancorp visit ir.berkshirebank.com.

FORWARD-LOOKING STATEMENTS

This document contains "forward-looking statements" within the meaning of section 27A of the Securities Act of 1933, as amended, and section 21E of the Securities Exchange Act of 1934, as amended. You can identify these statements from the use of the words "may," "will," "should," "could," "would," "plan," "potential," "estimate," "project," "believe," "intend," "anticipate," "expect," "remain," "target" and similar expressions. There are many factors that could cause actual results to differ significantly from expectations described in the forward-looking statements. For a discussion of such factors, please see Berkshire's most recent reports on Forms 10-K and 10-Q filed with the Securities and Exchange Commission and available on the SEC's website at www.sec.gov.

The branch sale is subject to regulatory approval and other conditions. Targeted financial benefits are subject to uncertainty and may be affected or offset by other conditions related to the Company's operations. You should not place undue reliance on forward-looking statements, which reflect our expectations only as of the date of this document. Berkshire does not undertake any obligation to update forward-looking statements.

Investor Contact

Kevin Conn, Investor Relations

617.641.9206

KAConn@berkshirebank.com

Media Contact

Alicia Jacobs, Corporate Communications

413.242.6540

Ajacobs1@berkshirebank.com

Cover	Mar. 04, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Mar. 04, 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