Eastern Bankshares Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark one)

For the quarterly period ended June 30, 2024

Or

Commission File Number 001-39610

Eastern Bankshares, Inc.

(Exact name of the registrant as specified in its charter)

(800)327-8376

(Registrant’s telephone number, including area code)

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

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and (2) has been subject to such filing requirements for the past 90 days.☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act:

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.☐ Yes ☐ No

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).☐ Yes☒ No

215,648,299 shares of the Registrant’s common stock, par value $0.01 per share, were outstanding as of July 31, 2024.

Index

INTRODUCTORY NOTE

On July 12, 2024, the Company completed its previously announced stock-for stock merger with Cambridge Bancorp (“Cambridge”). Neither the unaudited consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q nor the sections of this Quarterly Report titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Quantitative and Qualitative Disclosures about Market Risk” included in Part I, Items 2 and 3, respectively, of this Quarterly Report reflect Cambridge’s financial condition at June 30, 2024 or Cambridge’s operating results or cash flows for the three and six months ended June 30, 2024 and 2023. Likewise, neither the shares of Company common stock issued in the merger nor any purchase accounting adjustment that the Company will make in connection with merger are reflected in the Company’s financial condition as of June 30, 2024 or the Company’s operating results or cash flows for the three and six months ended June 30, 2024 and 2023. For additional information regarding the Company’s merger with Cambridge, refer to Note 16, “Subsequent Events” to the Unaudited Consolidated Financial Statements included in Part I, Item 1 in this Quarterly Report on Form 10-Q and “Outlook and Trends—Cambridge Bancorp Acquisition” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in Part I, Item 2 of this Quarterly Report.