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Columbia Banking director awarded 594 phantom units

Director Luis Machuca received additional deferred phantom stock units tied to COLB common stock as part of the company’s deferred compensation plan.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

COLUMBIA BANKING SYSTEM, INC. (symbol: COLB) is the issuer of record for a Form 4 filing submitted to the SEC. MACHUCA LUIS reported acquisition or exercise transactions in this Form 4 filing.

COLUMBIA BANKING SYSTEM, INC. director Luis Machuca reported an award of 594 units of Deferred Compensation Phantom Stock on September 14, 2026. The award is credited under the company’s deferred compensation plan and is to be settled in common stock after he ceases serving as a director. Following this award, he has an indirect deferred compensation balance of 49,560 phantom stock units. No transactions were reported under a Rule 10b5-1 trading plan.

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Insider MACHUCA LUIS
Role Director
Type Security Shares Price Value
Grant/Award Deferred Compensation Phantom Stock F1 594 $30.48 $18K
Holdings After Transaction: Deferred Compensation Phantom Stock — 49,560 contracts (Indirect, Deferred Compensation)
Footnotes (1)
  1. F1. The deferred compensation plan phantom stock was accrued under the Registrant's deferred compensation plan and will be settled in accordance with the terms of the deferred compensation plan following the reporting person's cessation of service as a director of the Registrant.
Phantom stock units awarded 594 units Deferred Compensation Phantom Stock award on September 14, 2026
Reference value per phantom stock unit $30.48 per unit Value used for the September 14, 2026 Deferred Compensation Phantom Stock award
Total phantom stock units after award 49,560 units Indirect deferred compensation balance reported after the September 14, 2026 award
Reporting person role Director Luis Machuca serves as a director of Columbia Banking System, Inc.
Deferred Compensation Phantom Stock financial
"The deferred compensation plan phantom stock was accrued under the Registrant's deferred compensation plan"
deferred compensation plan financial
"accrued under the Registrant's deferred compensation plan and will be settled in accordance with the terms"
A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.
phantom stock financial
"The deferred compensation plan phantom stock was accrued under the Registrant's deferred compensation plan"
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

FAQ

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

What transaction did COLB director Luis Machuca report on this Form 4?

He reported an award of 594 units of Deferred Compensation Phantom Stock on September 14, 2026, credited under Columbia Banking System’s deferred compensation plan and linked to an equal number of COLB common shares for future settlement.

How many COLB deferred phantom stock units does Luis Machuca hold after this award?

After the September 14, 2026 award, Luis Machuca has an indirect deferred compensation balance of 49,560 Deferred Compensation Phantom Stock units, which are designed to mirror the value of COLB common stock for retirement or post-service settlement.

What is the reference value per unit for Machuca’s new COLB phantom stock award?

Each of the 594 newly awarded Deferred Compensation Phantom Stock units carries a reference value of $30.48 per unit, aligning the award’s value with the market value of COLB common stock used under the deferred compensation plan.

How and when will Luis Machuca’s COLB phantom stock units be settled?

According to the disclosure, the phantom stock units were accrued under the deferred compensation plan and will be settled in accordance with that plan’s terms after Machuca’s cessation of service as a director of Columbia Banking System, Inc.

Are Machuca’s COLB phantom stock holdings reported as direct or indirect ownership?

They are reported as indirect ownership through deferred compensation, meaning the units are plan-based bookkeeping entries rather than directly held shares, with settlement to occur in COLB common stock in the future under the plan’s terms.

Was Machuca’s COLB phantom stock award made under a Rule 10b5-1 trading plan?

No. The Form 4 indicates that no Rule 10b5-1 trading plan applies to the reported transaction; the award represents a compensation-related accrual under the company’s deferred compensation plan.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
MACHUCA LUIS

(Last)(First)(Middle)
C/O COLUMBIA BANKING SYSTEM, INC.
1301 A STREET

(Street)
TACOMA WASHINGTON 98402

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
COLUMBIA BANKING SYSTEM, INC. [ COLB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/14/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Compensation Phantom Stock(1)09/14/2026A594 (1) (1)Common594$30.4849,560IDeferred Compensation
Explanation of Responses:
1. The deferred compensation plan phantom stock was accrued under the Registrant's deferred compensation plan and will be settled in accordance with the terms of the deferred compensation plan following the reporting person's cessation of service as a director of the Registrant.
Remarks:
/s/ Kumi Yamamoto Baruffi, Attorney-in-fact09/15/2026
** Signature of Reporting PersonDate
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)

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