Columbia Banking System filed an amendment to its prior current report to supply the missing financial statements and pro forma financial information for Pacific Premier required by Item 9.01. The amendment states the Pacific Premier financial statements are attached as Exhibit 99.1 and the pro forma combined financials are attached as Exhibit 99.2, and that these exhibits are incorporated by reference into Item 9.01. Aside from adding these exhibits, the amendment affirms that all other information in the original report remains unchanged.
Columbia Banking System, Inc. filed a Form S-8 to register 1,281,132 shares of its common stock for equity awards assumed in its acquisition of Pacific Premier Bancorp, Inc. The awards originally granted under the Pacific Premier Bancorp, Inc. Amended and Restated 2022 Long-Term Incentive Plan and the Heritage Oaks Bancorp, Inc. 2015 Equity Based Compensation Plan were converted at closing into Columbia awards using the agreed 0.9150 exchange ratio and generally keep their original terms and conditions. These registered shares may be issued as the assumed awards vest, settle or are exercised following the completion of the multi-step merger in which Pacific Premier and its bank subsidiary were combined into Columbia and Columbia Bank.
Columbia Banking System, Inc. completed its previously announced all-stock acquisition of Pacific Premier. The transaction structure included an initial merger of Merger Sub into Pacific Premier (the Merger), a subsequent second-step merger resulting in Columbia as the surviving parent (the Second Step Merger), and a bank-level combination where Pacific Premier Bank merged into Columbia Bank, with Columbia Bank surviving (the Bank Merger). Equity awards were handled per the merger agreement: certain outstanding restricted stock awards were converted into either merger consideration or into Columbia restricted stock awards based on the Exchange Ratio; performance-based restricted stock units were assumed and converted into Columbia RSU Awards on a target-performance basis; outstanding options were cancelled and option holders received a cash payment per the agreement. A registration statement on Form S-4 (File No. 333-287607) was declared effective on June 16, 2025. The filing references a Consulting Agreement and a joint press release dated September 2, 2025.
Columbia Banking System, Inc. filed a report stating it will host a quarterly earnings conference call on October 30, 2025 at 2:00 p.m. PT (5:00 p.m. ET). During the call, management plans to discuss the company’s third quarter 2025 financial results and provide an update on recent activities. The company issued a press release with access details for the call, which is included as an exhibit to the report.
Columbia Banking System, Inc. reported that its Board of Directors approved a regular quarterly cash dividend of $0.36 per common share. The dividend will be paid on September 15, 2025 to shareholders who are on record as owning Columbia common stock as of August 29, 2025. The company issued a press release with these details, which is included as an exhibit to the filing.