Columbia Banking (COLB) risk chief reports RSU vesting, tax share withholding

Rhea-AI Filing Summary

Columbia Banking System executive Andrew H. Ognall reported equity compensation activity involving common stock. On February 2, 2026, he acquired 4,510 shares at $29.69 per share, issued upon vesting of performance restricted stock units granted on February 21, 2023.

The award vested based on the issuer's relative return on tangible common equity for fiscal years 2023–2025 versus a Compensation Committee–approved peer group. To cover tax withholding on the vested shares, 1,929 shares were withheld at $29.69 per share. After these transactions, he directly held 74,937 shares and indirectly held 2,635 shares through a 401(k).

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

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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^*

OGNALL ANDREW H

(Last) (First) (Middle)

C/O COLUMBIA BANKING SYSTEM, INC.

1301 A STREET

(Street)

TACOMA WA 98402

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COLUMBIA BANKING SYSTEM, INC. [ COLB ]

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

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

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

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

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

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

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	02/02/2026		A		4,510(1)	A	$29.69	76,866	D
Common Stock	02/02/2026		F		1,929(2)	D	$29.69	74,937	D
Common Stock								2,635	I	by 401(k)

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 granted pursuant to the terms of the performance restricted stock units granted on February 21, 2023, which vested on February 2, 2026 based on to the issuer's relative return on tangible common equity for fiscal years 2023-2025 compared to a Compensation Committee approved group of peers.

2. Represents withholding of shares of common stock to satisfy the reporting person's tax withholding obligations in connection with the shares granted pursuant to the terms of the performance restricted stock units vesting.

Remarks:

	/s/ Andrea M. Newburn, Attorney-in-fact	02/04/2026
	** 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.

FAQ

What insider transaction did COLB executive Andrew H. Ognall report?

Andrew H. Ognall reported receiving 4,510 shares of Columbia Banking common stock on February 2, 2026. These shares came from vesting performance restricted stock units granted in 2023, tied to relative return on tangible common equity over fiscal years 2023–2025 versus a peer group.

Why were some COLB shares withheld in Andrew H. Ognall’s Form 4 filing?

The Form 4 shows 1,929 Columbia Banking common shares were withheld at $29.69 per share. The filing explains this withholding satisfied Ognall’s tax withholding obligations related to the vesting of performance restricted stock units that delivered shares on February 2, 2026.

How many COLB shares does Andrew H. Ognall own after the reported transactions?

Following the Form 4 transactions, Andrew H. Ognall directly holds 74,937 Columbia Banking common shares. He also indirectly holds 2,635 additional common shares through a 401(k) account, giving him both direct and indirect beneficial ownership positions in the company’s stock.

What performance criteria governed Andrew H. Ognall’s COLB restricted stock units?

The performance restricted stock units granted February 21, 2023 vested based on Columbia Banking’s relative return on tangible common equity. The measurement covered fiscal years 2023–2025 and compared results to a Compensation Committee approved peer group, determining the shares ultimately delivered on February 2, 2026.

What is the role of Andrew H. Ognall at Columbia Banking System (COLB)?

Andrew H. Ognall is an officer of Columbia Banking System, serving as EVP Chief Risk Officer. His Form 4 identifies this executive role while reporting his equity compensation transactions in company common stock and his resulting direct and indirect beneficial ownership holdings.

How does the Form 4 classify Andrew H. Ognall’s COLB share ownership?

The Form 4 shows Ognall’s 74,937 Columbia Banking common shares as directly owned. It also reports 2,635 common shares as indirectly owned through a 401(k) plan, indicating separate direct and indirect beneficial ownership categories for his holdings in the company’s stock.