Columbia Banking (NASDAQ: COLB) EVP awarded 13,844 performance shares

Rhea-AI Filing Summary

Columbia Banking, Inc. Senior Executive VP Torran B. Nixon reported equity compensation activity in company stock. On February 2, 2026, 13,844 shares of common stock were acquired at $29.69 per share upon vesting of performance restricted stock units granted on February 21, 2023. On the same date, 5,528 shares were withheld at $29.69 per share to cover tax obligations tied to this vesting. Following these transactions, Nixon directly owned 107,595 common shares, with additional indirect holdings of 3,650 shares through a family trust and 1,863 shares through a 401(k) plan.

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

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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^*

Nixon Torran B

(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)
	Senior Executive VP

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		13,844(1)	A	$29.69	113,123	D
Common Stock	02/02/2026		F		5,528(2)	D	$29.69	107,595	D
Common Stock								3,650	I	by family trust
Common Stock								1,863	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 Torran B. Nixon report on this Form 4?

Torran B. Nixon reported vesting of performance-based restricted stock units into 13,844 shares of Columbia Banking common stock on February 2, 2026, plus withholding of 5,528 shares to satisfy tax obligations, all at $29.69 per share, as part of his equity compensation.

How many Columbia Banking (COLB) shares does Torran B. Nixon own after this Form 4?

After the reported transactions, Torran B. Nixon directly holds 107,595 Columbia Banking common shares. He also has indirect ownership of 3,650 shares through a family trust and 1,863 shares through a 401(k) plan, reflecting his combined reported beneficial interests.

What does the acquisition of 13,844 COLB shares on February 2, 2026 represent?

The 13,844 shares reflect performance restricted stock units granted on February 21, 2023 that vested on February 2, 2026. Vesting was based on Columbia Banking’s relative return on tangible common equity for fiscal years 2023-2025 versus a Compensation Committee-approved peer group.

Why were 5,528 Columbia Banking (COLB) shares withheld in this Form 4 filing?

The 5,528 withheld shares are not an open-market sale. They were retained by the company to cover Torran B. Nixon’s tax withholding obligations on the vesting of performance restricted stock units that converted into common shares on February 2, 2026.

What performance metric drove the vesting of Torran B. Nixon’s COLB performance RSUs?

The performance restricted stock units vested based on Columbia Banking’s relative return on tangible common equity for fiscal years 2023-2025. This performance was measured against a group of peer institutions approved by the Compensation Committee, determining how many units converted into shares.

How are Torran B. Nixon’s indirect COLB share holdings structured?

Indirectly, Torran B. Nixon reports 3,650 Columbia Banking common shares held by a family trust and 1,863 shares held in a 401(k) plan. These accounts supplement his 107,595 directly held shares, forming his total reported beneficial ownership in the company.