Welcome to our dedicated page for Banner SEC filings (Ticker: BANR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Banner Corporation filings document regulatory disclosures for a Washington bank holding company and its Banner Bank subsidiary. Recent Form 8-K reports furnish quarterly and annual operating results, Regulation FD investor presentations and declarations of regular cash dividends on common stock, linking bank performance to net interest income, credit costs, loans, deposits and capital return.
Proxy and governance filings cover board composition, committee assignments, director independence, executive and director compensation, shareholder voting matters and equity awards. Other material-event filings record changes to the company’s Code of Ethics and Business Conduct, including policies governing officers, directors, employees and subsidiaries.
Banner Corporation reported results of its Annual Meeting of Shareholders held on May 20, 2026. A quorum was reached, with 26,898,124 of 33,872,305 common shares represented in person or by proxy. Shareholders elected twelve directors to one-year terms ending at the 2027 annual meeting.
Shareholders also approved, on an advisory basis, the Company’s executive compensation, with 23,497,821 votes in favor, 1,331,515 against, and 18,628 abstentions, plus 2,050,160 broker non-votes. In addition, they ratified the Audit Committee’s appointment of Baker Tilly US, LLP as independent registered public accounting firm for the year ending December 31, 2026.
Banner Corporation reported stronger quarterly results for the three months ended March 31, 2026. Net income rose to $54.7 million from $45.1 million a year earlier, and diluted earnings per share increased to $1.60 from $1.30. The improvement was driven by higher net interest income of $150.2 million, up from $141.1 million, helped by lower interest expense and modest loan growth.
Total assets were $16.34 billion as of March 31, 2026, with loans receivable of $11.71 billion and deposits of $13.84 billion, including $4.53 billion of non‑interest‑bearing balances. The allowance for credit losses on loans was essentially unchanged at $160.4 million, while the company recorded a small net recapture of credit losses, reflecting stable credit quality.
Operating cash flow increased to $109.8 million from $57.2 million, and the company repaid $150 million of Federal Home Loan Bank advances during the quarter. Banner continued shareholder returns through cash dividends of $0.50 per share and repurchased 250,000 common shares, contributing to total shareholders’ equity of $1.97 billion.
Banner Corporation announced a definitive agreement to acquire Pacific Financial Corporation in an all‑stock merger, combining their community banking franchises across Washington and Oregon. Each Pacific Financial share will convert into 0.2633 shares of Banner common stock, valuing the deal at about $177 million based on a Banner price of $66.25 per share.
The combined company is expected to have roughly $18 billion in assets, adding Bank of the Pacific’s low‑cost deposits and commercially focused loan portfolio to Banner Bank’s existing $16.34 billion asset base as of March 31, 2026. Pacific Financial shareholders are expected to own about 7% of the combined company, with Banner shareholders owning about 93%. Banner projects the transaction to be immediately accretive to 2027 earnings per share, excluding one‑time costs, with approximately 3.2% fully phased‑in EPS accretion, around 2% tangible book value dilution and a tangible book earnback period of about 2.8 years.
The merger is subject to Pacific Financial shareholder approval, multiple banking regulatory approvals, maintenance of Pacific Financial’s Adjusted Equity at or above $124.269 million, and customary conditions, with closing targeted for the third quarter of 2026. Bank of the Pacific will be merged into Banner Bank, and Bank of the Pacific CEO Denise Portmann is expected to join Banner Bank’s executive team following completion.
Banner Corp reports a Schedule 13G showing Vanguard Capital Management beneficially owns 1,781,109 shares of Common Stock, representing 5.22% of the class. The filing discloses Vanguard's sole power to dispose of 1,781,109 shares and sole voting power over 256,573 shares. The statement is signed by Ashley Grim on 04/29/2026.
Banner Corp reported beneficial ownership by Vanguard Portfolio Management of 2,295,050 shares of Common Stock, representing 6.73% of the class as of 03/31/2026. Vanguard Portfolio Management discloses sole dispositive power over those shares and sole voting power for 29,891 shares.
The filing states these holdings include securities held by Vanguard funds and managed accounts for which Vanguard Portfolio Management or its affiliates exercise dispositive or voting authority. The disclosure follows SEC Release No. 34-39538 and notes no single outside person holds more than 5% of the class on the filer’s behalf.
Banner Corporation reported strong first quarter 2026 results and raised its dividend. Net income was $54.7 million, or $1.60 per diluted share, up from $51.2 million a quarter ago and $45.1 million a year ago. Revenue reached $169.3 million, with net interest margin improving to 4.11% as funding costs declined.
Return on average assets was 1.37% and return on average tangible common equity was 14.00%. Credit quality stayed solid, with non‑performing assets at 0.32% of total assets and an allowance for credit losses on loans of 1.37%. Total assets were $16.34 billion, loans $11.71 billion, and deposits $13.84 billion, of which core deposits were 89%. The board increased the quarterly cash dividend by 4% to $0.52 per share and the company repurchased 250,000 shares at an average price of $64.56.
Banner Corporation is asking shareholders to vote at its virtual 2026 annual meeting on May 20, 2026, including electing 12 directors for one-year terms, an advisory vote on executive pay, and ratifying Baker Tilly US, LLP as independent auditor.
The proxy highlights governance practices such as an independent, majority‑independent board, separated Chair and CEO roles, specialized risk and credit committees, and an active cybersecurity and AI oversight framework. It also outlines director compensation, stock ownership expectations and a robust nomination and evaluation process focused on diverse skills and experience.
For 2025, Banner reports net income of $195 million, up 15% from $169 million, earnings per share of $5.70, return on average assets of 1.21%, return on average tangible common equity of 13.16%, and an efficiency ratio improved to 61.87%. The quarterly dividend was increased 4% to $0.50 per share, and about 95% of votes supported last year’s say‑on‑pay resolution.
Banner Corp Executive VP Jill M. Rice reported a routine tax-withholding share disposition related to equity compensation. On April 2, 2026, 229 shares of common stock were relinquished at $60.86 per share to cover tax obligations on the vesting of 581 restricted shares under the 2018 Omnibus Incentive Plan, rather than sold in the open market. Following this, she directly holds 29,227 shares, and an additional 336 shares are held indirectly through a 401(k) plan.
Banner Corp executive James T. Reed Jr., Executive VP of Banner Bank, had 118 shares of common stock withheld on April 2, 2026 to cover tax obligations on the vesting of 484 restricted stock units under the 2018 Omnibus Incentive Plan.
This was a tax-withholding disposition, not an open-market sale. After this event, he directly owns 35,646 shares of Banner common stock, including 825 shares held through an IRA.