Banner Corp SEC Filings

Banner Corporation filed a Form S-8 to register securities for issuance under the Banner Corporation 2025 Employee Stock Purchase Plan. The filing incorporates the company’s recent 10-K, 10-Qs, 8-Ks and proxy by reference and includes a legal opinion from Seyfarth Shaw LLP.

The document outlines standard SEC undertakings and summarizes director and officer indemnification under Washington law. The agent for service is President and CEO Mark J. Grescovich at the company’s Walla Walla headquarters.

Banner Corp (BANR) disclosed a Form 4 showing a director acquired 782 shares on November 3, 2025. The award was granted under the 2023 Omnibus Incentive Plan and represents restricted stock units, each convertible into one share upon vesting. The units vest fully on May 20, 2026. The filing notes a closing price of $60.91 on the grant date. Following the transaction, the director beneficially owned 782 shares, held directly.

Banner Corp (BANR) disclosed an insider equity award. An officer (Executive VP, Banner Bank) acquired 1,846 restricted stock units under the 2023 Omnibus Incentive Plan on November 3, 2025 (transaction code A). The filing notes a reference closing price of $60.91 on that date. Following the award, the officer beneficially owns 6,316 shares, held directly.

The RSUs vest ratably over three years, beginning on November 3, 2026 and ending on the third anniversary, with each unit delivering one share upon vesting. The units are subject to forfeiture and transfer limits until vesting.

Banner Corporation (BANR) filed its Q3 2025 report, posting net income of $53.5 million and basic EPS of $1.55, up from $45.2 million and $1.31 a year ago. Net interest income rose to $149.99 million from $135.68 million as interest expense declined to $55.86 million from $60.17 million. The provision for credit losses increased to $2.67 million from $1.69 million.

Non-interest income was $20.73 million (vs. $18.06 million), while non-interest expense was $102.02 million (vs. $96.29 million). On the balance sheet, total assets were $16.56 billion as of September 30, 2025 (vs. $16.20 billion at December 31, 2024). Total deposits were $14.02 billion (vs. $13.51 billion), net loans receivable were $11.54 billion (vs. $11.20 billion), and the allowance for credit losses was $159.7 million (vs. $155.5 million).

Funding and capital metrics improved: FHLB advances declined to $100.0 million (vs. $290.0 million) and shareholders’ equity increased to $1.91 billion (vs. $1.77 billion), aided by a smaller accumulated other comprehensive loss of $220.8 million (vs. $277.3 million). As of October 31, 2025, common shares outstanding were 34,085,930.

Banner Corp (BANR) disclosed a Form 4 for Executive VP of Banner Bank, Mark C. Borrecco, reporting tax-withholding transactions tied to restricted stock vesting. On October 31, 2025, he relinquished 991 shares and 165 shares of common stock to cover tax obligations under the 2018 Omnibus Incentive Plan at a market price of $60.35.

Following these transactions, his directly held beneficial ownership was 11,637 shares after the first withholding and 11,472 shares after the second, all reported as Direct (D) ownership. The transactions are coded F, indicating shares withheld for taxes upon vesting.

Banner Corp (BANR) officer filed an initial Form 3 disclosing 4,470 shares of common stock held directly.

The reporting person is an Executive VP, Banner Bank, and the event date is 10/13/2025. The filing lists no derivative securities in Table II.

Banner Corporation reported that it furnished its earnings release for the quarter ended September 30, 2025 and posted accompanying investor materials. The company also announced a regular quarterly cash dividend of $0.50 per share on its common stock.

The dividend is payable on November 14, 2025 to shareholders of record as of the close of business on November 4, 2025. Banner plans to review its investor presentation in conjunction with its earnings release conference call on October 16, 2025.

Banner Corporation amended its Code of Ethics and Business Conduct, effective September 16, 2025. The amendment does not create any waivers for officers, directors or employees and adds minor clarifications about the use of corporate resources for political purposes and expectations for ethical and professional behavior when representing the company. The filing references the full amended Code as Exhibit 14.1 and indicates the Exhibit is included with this report.

Kenneth A. Larsen, Executive Vice President of Banner Corp (BANR), reported an open-market disposition of 2,133 shares of the company's common stock on 09/11/2025 at a price of $66.47 per share. After the sale, Mr. Larsen beneficially owned 23,090 shares in total. The filing discloses that his holdings include 2,963 shares held through a Deferred Compensation Plan and 225 shares held in an IRA. The Form 4 was signed by an attorney-in-fact on Mr. Larsen's behalf and shows the transaction was reported under Section 16.