SEC FORM 3

Please wait

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

CASEY JOSEPH F

(Last)

(First)

(Middle)

125 HIGH STREET

(Street)

BOSTON

02110

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/01/2025

3. Issuer Name and Ticker or Trading Symbol
Eastern Bankshares, Inc. [ EBC ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	36,112⁽¹⁾	D
Common Stock	107,160⁽¹⁾	I	By Spouse
Common Stock	83,962⁽¹⁾	I	By Trust
Common Stock	19,732⁽¹⁾	I	Rollover IRA
Common Stock	24,772⁽¹⁾	I	Traditional IRA
Common Stock	11,704⁽¹⁾	I	ESOP
Common Stock	43,192⁽¹⁾	I	401(k)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)	⁽²⁾	⁽²⁾	Common Stock	118,947⁽³⁾	$11.74⁽⁴⁾	D
Stock Option (Right to Buy)	⁽²⁾	⁽²⁾	Common Stock	101,912⁽³⁾	$12.8⁽⁴⁾	D
Stock Option (Right to Buy)	⁽²⁾	⁽²⁾	Common Stock	101,912⁽³⁾	$13.38⁽⁴⁾	D

Explanation of Responses:

1. Pursuant to the terms of the Agreement and Plan of Merger dated April 24, 2025 among Eastern Bankshares, Inc. ("Eastern"), Eastern Bank, HarborOne Bancorp, Inc. (HarborOne"), and HarborOne Bank (the "Merger Agreement"), upon the merger of HarborOne into Eastern, effective November 1, 2025 (the "Merger"), each share of HarborOne common stock was converted into the right to receive, at the election of the holder, either (i) $12.00 in cash or (ii) 0.765 shares of Eastern common stock (the "Exchange Ratio"), subject to certain proration provisions contained in the Merger Agreement.

2. Pursuant to the terms of the Merger Agreement, the stock option must be exercised within no later than February 1, 2026 (i.e., three (3) months from the time reporting person's employment as an executive of HarborOne was terminated).

3. Pursuant to the Merger Agreement, each outstanding and unexercised option to purchase shares of HarborOne common stock was converted into an option to purchase shares of Eastern common stock by multiplying the number of shares by the Exchange Ratio (rounded down to the nearest whole share).

4. Pursuant to the Merger Agreement, the exercise price per share of each converted option was determined by dividing the exercise price of the HarborOne stock option by the Exchange Ratio (rounded up to the nearest whole cent).

	/s/ Kathleen R. Henry, by Power of Attorney	11/10/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.