Banner Corp (BANR) director awarded 1,259 restricted shares

Rhea-AI Filing Summary

Steiner Judith A reported acquisition or exercise transactions in this Form 4 filing.

Banner Corp director Judith A. Steiner received a grant of 1,259 shares of common stock as a restricted stock award under the 2023 Omnibus Incentive Plan. The award vests fully on May 19, 2027, and is subject to forfeiture and transfer limits until vesting. After this grant, she holds 3,063 shares directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Steiner Judith A

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, $0.01 par value per share	1,259	$62.89	$79K

Holdings After Transaction: Common Stock, $0.01 par value per share — 3,063 shares (Direct, null)

Footnotes (1)

1. Represents award of restricted stock pursuant to 2023 Omnibus Incentive Plan; shares vest fully on May 19, 2027. These shares are subject to forfeiture and to limits on transferability until they vest. The closing trading price of the common stock on the date of the grant was $62.89.

Key Figures

Restricted shares granted: 1,259 shares Grant valuation price: $62.89 per share Total shares after grant: 3,063 shares

3 metrics

Restricted shares granted 1,259 shares Grant of restricted common stock to director on May 19, 2027 vesting schedule

Grant valuation price $62.89 per share Closing trading price on grant date used for award valuation

Total shares after grant 3,063 shares Director’s direct Banner Corp common stock holdings following award

Key Terms

restricted stock, 2023 Omnibus Incentive Plan, subject to forfeiture, closing trading price

4 terms

restricted stock financial

"Represents award of restricted stock pursuant to 2023 Omnibus Incentive Plan; shares vest fully on May 19, 2027."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

2023 Omnibus Incentive Plan financial

"Represents award of restricted stock pursuant to 2023 Omnibus Incentive Plan; shares vest fully on May 19, 2027."

subject to forfeiture financial

"These shares are subject to forfeiture and to limits on transferability until they vest."

closing trading price financial

"The closing trading price of the common stock on the date of the grant was $62.89."

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Steiner Judith A

(Last) (First) (Middle)

10 S. FIRST AVENUE

(Street)

WALLA WALLA WASHINGTON 99362

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BANNER CORP [ BANR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.01 par value per share	06/01/2026		A		1,259(1)	A	$62.89(2)	3,063	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents award of restricted stock pursuant to 2023 Omnibus Incentive Plan; shares vest fully on May 19, 2027. These shares are subject to forfeiture and to limits on transferability until they vest.

2. The closing trading price of the common stock on the date of the grant was $62.89.

	/s/ Richard C. Arnold, attorney-in-fact for Ms. Steiner	06/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Banner Corp (BANR) report for Judith A. Steiner?

Banner Corp reported that director Judith A. Steiner received a grant of 1,259 restricted shares of common stock. The shares were awarded as equity compensation under the company’s 2023 Omnibus Incentive Plan, rather than acquired through an open-market stock purchase.

At what price was Judith A. Steiner’s restricted stock grant in Banner Corp (BANR) valued?

The restricted stock grant to Judith A. Steiner was valued using the closing trading price of $62.89 per share on the grant date. This price is used to determine the grant’s fair value for compensation and reporting, even though the shares were not bought in the market.

When do Judith A. Steiner’s restricted Banner Corp (BANR) shares vest?

Judith A. Steiner’s 1,259 restricted shares vest fully on May 19, 2027. Until this vesting date, the shares are subject to potential forfeiture and cannot be freely transferred, aligning her long-term incentives with Banner Corp’s performance over that period.

How many Banner Corp (BANR) shares does Judith A. Steiner hold after this Form 4 transaction?

Following the restricted stock award, Judith A. Steiner holds a total of 3,063 shares of Banner Corp common stock directly. This total includes the newly granted 1,259 restricted shares, which are still subject to vesting conditions and transfer limitations until May 19, 2027.

Is Judith A. Steiner’s Banner Corp (BANR) stock grant a purchase or compensation award?

The 1,259 Banner Corp shares reported for Judith A. Steiner are a compensation award, not a market purchase. They were granted as restricted stock under the 2023 Omnibus Incentive Plan, reflecting director equity compensation instead of a discretionary buy or sell transaction.