Beacon Financial Corp
For the period ended Dec 31, 2025. Filed Mar 2, 2026.
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FY2025 · Filed Mar 2, 2026
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Signatures
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: March 2, 2026 | BEACON FINANCIAL CORPORATION | |
|---|---|---|
| By: | /s/ PAUL A. PERRAULT | |
| Paul A. Perrault President and Chief Executive Officer | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
| By: | /s/ PAUL A. PERRAULT | By: | /s/ CARL M. CARLSON |
|---|---|---|---|
| Paul A. Perrault, President and Chief Executive Officer(Principal Executive Officer) | Carl M. Carlson, Chief Financial and Strategy Officer(Principal Financial Officer and Principal Accounting Officer) | ||
| Date: March 2, 2026 | Date: March 2, 2026 | ||
| By: | /s/ DAVID M. BRUNELLE | By: | /s/ WILLIAM H. HUGHES III |
| David M. Brunelle,Lead Director | William H. Hughes III, Director | ||
| Date: March 2, 2026 | Date: March 2, 2026 | ||
| By: | /s/ MARY ANNE CALLAHAN | By: | /s/ SYLVIA MAXFIELD |
| Mary Anne Callahan, Director | Sylvia Maxfield, Director | ||
| Date: March 2, 2026 | Date: March 2, 2026 | ||
| By: | /s/ JOANNE CHANG | By: | /s/ BOGDAN NOWAK |
| Joanne Chang, Director | Bogdan Nowak, Director | ||
| Date: March 2, 2026 | Date: March 2, 2026 | ||
| By: | /s/ NINA A. CHARNLEY | By: | /s/ JOHN M. PEREIRA |
| Nina A. Charnley,Director | John M. Pereira, Director | ||
| Date: March 2, 2026 | Date: March 2, 2026 | ||
| By: | /s/ MIHIR A. DESAI | By: | /s/ KARYN POLITO |
| Mihir A. DesaiDirector | Karyn Polito, Director | ||
| Date: March 2, 2026 | Date: March 2, 2026 | ||
| By: | /s/ MARGARET BOLES FITZGERALD | By: | /s/ ERIC S. ROSENGREN |
| Margaret Boles Fitzgerald, Director | Eric S. Rosengren, Director | ||
| Date: March 2, 2026 | Date: March 2, 2026 | ||
| By: | /s/ WILLARD I. HILL, JR. | By: | /s/ MERRILL W. SHERMAN |
| Willard I. Hill, Jr., Director | Merrill W. Sherman, Director | ||
| Date: March 2, 2026 | Date: March 2, 2026 | ||
| By: | /s/ THOMAS J. HOLLISTER | ||
| Thomas J. Hollister,Director | |||
MANAGEMENT'S REPORT ON INTERNAL CONTROL
OVER FINANCIAL REPORTING
The management of Beacon Financial Corporation is responsible for establishing and maintaining adequate internal control over financial reporting. Beacon Financial Corporation's internal control system was designed to provide reasonable assurance to the Company's management and Board of Directors regarding the preparation and fair presentation of published financial statements.
All internal control systems, no matter how well-designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
Beacon Financial Corporation's management assessed the effectiveness of the Company's internal control over financial reporting as of December 31, 2025. In making this assessment, it used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework (2013). Based on our assessment, we believe that, as of December 31, 2025, the Company's internal control over financial reporting is effective based on those criteria.
The merger of Brookline Bancorp, Inc. and Berkshire Hills Bancorp, Inc. was completed on September 1, 2025. The Company acquired certain assets and assumed certain liabilities of Berkshire Hills Bancorp, Inc on September 1, 2025. As permitted by the guidance issued by the Office of the Chief Accountant and the Division of Corporate Finance of the SEC, the scope of management’s assessment of the effectiveness of the Company’s internal controls over financial reporting as of December 31, 2025, excludes the internal control over financial reporting associated with total acquired assets of approximately $12.1 billion and total revenues associated with the acquired assets and liabilities assumed of approximately $152 million included in the consolidated financial statements of the Company as of and for the year ended December 31, 2025. See Note 2, Business Combinations, to the consolidated financial statements for further information.
Beacon Financial Corporation's independent registered public accounting firm has issued an audit report on the effectiveness of the Company's internal control over financial reporting. This report appears on page F-2.
| /s/ PAUL A. PERRAULT | /s/ CARL M. CARLSON |
|---|---|
| Paul A. Perrault | Carl M. Carlson |
| President and Chief Executive Officer(Principal Executive Officer) | Chief Financial and Strategy Officer(Principal Financial Officer and Principal Accounting Officer) |
Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors
Beacon Financial Corporation:
Opinion on Internal Control Over Financial Reporting
We have audited Beacon Financial Corporation and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, changes in stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2025, and the related notes (collectively, the consolidated financial statements), and our report dated March 2, 2026 expressed an unqualified opinion on those consolidated financial statements.
The Company acquired Berkshire Hills Bancorp, Inc. during 2025, and management excluded from its assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2025, Berkshire Hills Bancorp, Inc.’s internal control over financial reporting associated with total assets of $12.1 billion and total revenues of $152 million included in the consolidated financial statements of the Company as of and for the year ended December 31, 2025. Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of Berkshire Hills Bancorp, Inc.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ KPMG LLP
Boston, Massachusetts
March 2, 2026
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