STOCK TITAN

Banner Corporation (NASDAQ: BANR) authorizes 1.7M-share stock repurchase

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Banner Corporation, parent of Banner Bank, announced that its Board of Directors has authorized a stock repurchase program for up to 1.7 million shares of common stock, representing approximately 5% of its issued and outstanding common stock as of the announcement date.

Shares may be repurchased in open market purchases, with the extent and timing of buybacks depending on market conditions and other corporate considerations. Banner is a $16.59 billion bank holding company operating a commercial bank in four Western states through a network of branches.

Positive

  • The Board authorized a stock repurchase program for up to 1.7 million shares, approximately 5% of common stock, creating a mechanism to return capital to shareholders.

Negative

  • None.

Filing Explained

As of August 3, 2026, the filing records board authorization for a repurchase capacity of up to $1.7 million shares, not completed purchases or reported cash spending; any reduction in shares held by existing common holders therefore depends on later execution.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Share repurchase authorization 1.7 million shares Maximum common shares authorized for repurchase under the program
Portion of shares outstanding 5% Approximate share of issued and outstanding common stock covered by the repurchase authorization
Company size $16.59 billion Described size of Banner Corporation as a bank holding company
stock repurchase program financial
"Banner Corporation Announces Stock Repurchase Program"
A stock repurchase program is when a company buys back its own shares from the market. This can make each remaining share more valuable and shows that the company believes its stock is a good investment. It’s like a business treating its shares like a limited resource, hoping to boost confidence and share prices.
open market purchases financial
"shares may be repurchased by the Company in open market purchases"
Open market purchases are buys of a company’s shares (or other securities) made on public exchanges at prevailing market prices rather than through private deals. For investors this matters because when a company buys back its own stock it reduces the number of shares available, which can boost per-share earnings and often signals management’s confidence; it also affects supply, demand and short-term liquidity much like someone quietly buying up items from a crowded marketplace.
bank holding company financial
"Banner Corporation is a $16.59 billion bank holding company"
A bank holding company is a parent corporation that owns one or more banks and other financial businesses, like a household that controls several shops under the same roof. Investors care because this structure determines how the business is regulated, how it raises capital, pays dividends, and absorbs losses; it can make a banking group safer or riskier and affects the value and liquidity of the company’s shares.
forward-looking statements financial
"This press release contains statements that the Company believes are “forward-looking statements.”"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What stock repurchase program did Banner Corporation (BANR) announce?

Banner Corporation’s Board authorized a stock repurchase program for up to 1.7 million shares of common stock, equal to about 5% of its issued and outstanding shares, to be executed through open market purchases depending on market conditions.

How large is Banner Corporation’s (BANR) new buyback relative to its shares?

The authorized repurchase covers up to 1.7 million shares, which Banner Corporation states is approximately 5% of its issued and outstanding common stock, indicating a potentially meaningful reduction in the public share float if fully executed.

How will Banner Corporation (BANR) execute its stock repurchases?

Under the program, Banner Corporation may repurchase shares in open market purchases. The extent and timing of any buybacks will depend on prevailing market conditions and other corporate considerations, so actual repurchase activity may vary over time.

Why does Banner Corporation (BANR) believe the repurchase program is beneficial?

President and CEO Mark J. Grescovich stated the Company believes its stock offers an attractive value proposition and that repurchasing shares is a sound way to build long-term value for shareholders, reflecting management’s view of current valuation and capital deployment.

What is Banner Corporation’s (BANR) size and business focus?

Banner Corporation is a $16.59 billion bank holding company. It operates a commercial bank in four Western states through a branch network, offering deposit services and a range of business, commercial real estate, construction, residential, agricultural, and consumer loans.
0000946673false00009466732026-08-032026-08-03

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 3, 2026

Banner Corporation
(Exact name of registrant as specified in its charter)

Washington
    000-26584
  91-1691604
(State or other jurisdiction of incorporation) (Commission File Number)(I.R.S. Employer Identification No.)
10 S. First Avenue, Walla Walla, Washington 99362
(Address of principal executive offices) (Zip Code)

Registrant's telephone number (including area code) (509) 527-3636

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per shareBANRThe NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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. ☐



Item 8.01 Other Events.

On August 3, 2026, Banner Corporation (“Company”) announced that the Company’s Board of Directors had authorized the repurchase of up to 1.7 million shares of its common stock, or approximately 5% of the Company’s issued and outstanding common stock.

The news release announcing the stock repurchase program is attached as Exhibit 99.1 and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.*

(d)    Exhibits

99.1    Press Release of Banner Corporation dated August 3, 2026
104     Cover Page Interactive Data File (embedded within the Inline XBRL document)




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.




BANNER CORPORATION
Date: August 3, 2026
By: /s/ Robert G Butterfield
Robert G Butterfield
Executive Vice President, Treasurer and
Chief Financial Officer




Exhibit 99.1

irgrouplogoa09.jpg
image.jpg
CONTACT:MARK J. GRESCOVICH,
PRESIDENT & CEO
ROBERT G. BUTTERFIELD, CFO
(509) 527-3636
NEWS RELEASE

Banner Corporation Announces Stock Repurchase Program

Walla Walla, Wash – August 3, 2026 - Banner Corporation (NASDAQ GSM: BANR) (“Company”), the parent company of Banner Bank, today announced that its Board of Directors has authorized the repurchase of up to 1.7 million shares of the Company’s common stock, which is approximately 5% of its issued and outstanding common stock.
“We believe our stock represents an attractive value proposition, and that repurchasing shares is a sound way to build long-term value for our shareholders,” said Mark J. Grescovich, President and Chief Executive Officer. Under the repurchase program, shares may be repurchased by the Company in open market purchases. The extent to which the Company repurchases its shares and the timing of such repurchases will depend upon market conditions and other corporate considerations.

About the Company
Banner Corporation is a $16.59 billion bank holding company operating a commercial bank in four Western states through a network of branches offering a full range of deposit services and business, commercial real estate, construction, residential, agricultural and consumer loans. Visit Banner Bank on the Web at www.bannerbank.com.
Forward-Looking Statements
This press release contains statements that the Company believes are “forward-looking statements.” These statements relate to the Company’s financial condition, results of operations, plans, objectives, future performance or business. You should not place undue reliance on these statements, as they are subject to risks and uncertainties, and actual results and performance in future periods may be materially different from any future results or performance suggested by the forward-looking statements in this release. Factors that might cause such differences include, but are not limited to, those identified in our risk factors contained in Banner Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025. Such forward-looking statements speak only as of the date of this release. Banner Corporation expressly disclaims any obligation to update or revise any forward-looking statements found herein to reflect any changes in the Company’s expectations of results or any change in events.

Filing Exhibits & Attachments

5 documents