Banner EVP has 118 shares withheld for taxes

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.

Rhea-AI Filing Summary

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.

Insider Trade Summary

Exercise Price or Tax Liability: 118 shares

Exercise Price or Tax Liability 1 txn

Insider Reed James T Jr

Role Executive VP, Banner Bank

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock, $0.01 par value per share	118	$60.86	$7K

Holdings After Transaction: Common Stock, $0.01 par value per share — 35,646 shares (Direct)

Footnotes (3)

1. F1. Shares relinquished to cover tax obligations on vesting of 484 shares of restricted stock pursuant to 2018 Omnibus Incentive Plan.
2. F2. Market price on April 2, 2026.
3. F3. Includes direct ownership of 825 shares through IRA.

Key Figures

Tax-withheld shares: 118 shares Market price per share: $60.86 Shares after transaction: 35,646 shares +2 more

5 metrics

Tax-withheld shares 118 shares Shares relinquished to cover tax obligations on vesting

Market price per share $60.86 Market price on April 2, 2026 used for withholding

Shares after transaction 35,646 shares Total direct holdings following tax-withholding disposition

Vested restricted stock 484 shares Restricted stock vesting that triggered tax obligation

IRA holdings 825 shares Direct ownership via IRA included in total shares

Key Terms

restricted stock, 2018 Omnibus Incentive Plan, tax obligations, IRA

4 terms

restricted stock financial

"vesting of 484 shares of restricted stock pursuant to 2018 Omnibus Incentive Plan"

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.

2018 Omnibus Incentive Plan financial

"restricted stock pursuant to 2018 Omnibus Incentive Plan"

tax obligations financial

"Shares relinquished to cover tax obligations on vesting of 484 shares"

IRA financial

"Includes direct ownership of 825 shares through IRA"

An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Banner Corp (BANR) report for James T. Reed Jr?

Banner Corp reported that Executive VP James T. Reed Jr had 118 shares withheld to cover taxes on vested restricted stock. This was a tax-withholding disposition tied to compensation, not a discretionary open-market purchase or sale of BANR shares.

How many Banner Corp (BANR) shares were involved in the tax withholding?

A total of 118 shares of Banner Corp common stock were relinquished to cover tax obligations. The withholding was based on the market price of $60.86 per share on April 2, 2026, in connection with restricted stock vesting.

Was the Banner Corp (BANR) insider transaction an open-market sale?

No, the transaction was not an open-market sale. Shares were relinquished to satisfy tax obligations arising from the vesting of 484 restricted stock units under the company’s 2018 Omnibus Incentive Plan, a routine compensation-related event.

How many Banner Corp (BANR) shares does James T. Reed Jr hold after the transaction?

After the tax-withholding disposition, James T. Reed Jr directly holds 35,646 shares of Banner Corp common stock. This total includes 825 shares held through an IRA, as disclosed in the filing’s footnotes for his ownership details.

What triggered the tax-withholding share disposition at Banner Corp (BANR)?

The withholding occurred because 484 shares of restricted stock vested under Banner Corp’s 2018 Omnibus Incentive Plan. To cover related tax obligations, 118 shares were relinquished, using the market price on April 2, 2026 as the valuation reference.

Does this Banner Corp (BANR) Form 4 signal a change in insider sentiment?

The filing reflects a routine tax-withholding event tied to restricted stock vesting, not a voluntary trade. Because it is compensation-related and not an open-market sale or purchase, it offers limited insight into James T. Reed Jr’s sentiment on BANR shares.

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

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Accepted by SEC EDGAR 04/03/2026 - 01:35 PM Learn about SEC filing dates

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^*

Reed James T Jr

(Last) (First) (Middle)

10 SOUTH 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP, Banner Bank

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/02/2026

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	04/02/2026		F		118(1)	D	$60.86(2)	35,646(3)	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. Shares relinquished to cover tax obligations on vesting of 484 shares of restricted stock pursuant to 2018 Omnibus Incentive Plan.

2. Market price on April 2, 2026.

3. Includes direct ownership of 825 shares through IRA.

	/s/ Richard C. Arnold, attorney-in-fact for Mr. Reed	04/03/2026
	** 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)