Beacon Financial Corp — Director's Dealing 2023

Feb 1, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BERKSHIRE HILLS BANCORP INC (BHLB)
CIK: 0001108134
Period of Report: 2023-01-30

Reporting Person: Zaitzeff Michael (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-01-30	Common Stock	A	2141	$0.00	Acquired	2141	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	0	Indirect
Common Stock	524	Indirect
Common Stock	398939	Indirect
Common Stock	2756	Indirect

Footnotes

F1: Stock Awards granted pursuant to the Berkshire Hills Bancorp, Inc. 2018 Equity Compensation Plan vest 100% on January 30, 2024. HOF III Liquidating Partnership L.P. ("HOF III Fund") and VM GP VII LLC ("VM GP VII") will each receive its proportionate share of the economic benefits, if any, of this Stock Award.

F2: Stock Awards granted pursuant to the Berkshire Hills Bancorp, Inc. 2018 Equity Compensation Plan vest 100% on January 30, 2023. HOF III Fund and VM GP VII will each receive its proportionate share of the economic benefits, if any, of this Stock Award.

F3: Stock Awards granted pursuant to the Berkshire Hills Bancorp, Inc. 2018 Equity Compensation Plan vest in three equal annual installments beginning on January 30, 2022. HOF III Fund and VM GP VII will each receive its proportionate share of the economic benefits, if any, of this Stock Award.

F4: Securities of the Issuer beneficially owned directly by VM GP VII. The Reporting Person, as a managing member of VM GP VII, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by VM GP VII.

F5: Securities of the Issuer beneficially owned directly by HOF III Fund. VM GP VII, as the general partner of HOF III Fund, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by HOF III Fund. HoldCo Asset Management, LP ("HoldCo Asset Management"), as the investment manager of HOF III Fund, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by HOF III Fund. VM GP II LLC ("VM GP II"), as the general partner of HoldCo Asset Management, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by HOF III Fund. The Reporting Person, as a managing member of each of VM GP II and VM GP VII, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by HOF III Fund.

F6: Since the reporting person's last report, 2,248 shares previously held through Stock Award II and 524 shares previously held through Stock Award I have vested and are now owned indirectly through HOF III Fund and VM GP VII.

F7: The Reporting Person disclaims beneficial ownership of the securities of the Issuer reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.