Northrim (NRIM) CFO receives vested stock units, covers taxes in shares

Rhea-AI Filing Summary

Northrim Bancorp EVP and CFO Jed W. Ballard reported equity compensation activity rather than open-market trading. On March 23, 2026, restricted stock units and performance stock units converted into a total of 14,359 shares of Northrim common stock, reflecting full vesting of a restricted stock grant and performance-based vesting of performance stock units at 150 percent of target based on a three-year peer comparison.

To cover tax obligations at vesting, 3,860 shares were withheld by the company at a price of $22.85 per share, which is a tax-withholding disposition, not a market sale. After these transactions, Ballard directly owns 30,327 shares of Northrim common stock, including shares previously issued as dividend equivalents under the company’s stock plans.

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^*

Ballard Jed W

(Last) (First) (Middle)

3111 C STREET

(Street)

ANCHORAGE ALASKA 99503

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NORTHRIM BANCORP INC [ NRIM ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026

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	03/23/2026		M		6,010(1)	A	$0	25,172	D
Common Stock	03/23/2026		F(2)		1,664	D	$22.85	23,508	D
Common Stock	03/23/2026		M(3)		9,015(4)	A	$0	32,523	D
Common Stock	03/23/2026		F(2)		2,196	D	$22.85	30,327	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
Restricted Stock Units	(5)	03/23/2026		M			5,344	(6)	(6)	Common Stock	5,344	$0	0	D
Performance Stock Units	(5)	03/23/2026		M			9,015(4)	(7)	(7)	Common Stock	9,015(4)	$0	0	D

Explanation of Responses:

1. Includes 666 shares issued for payment of dividends under the Northrim BanCorp, Inc. Stock Option Plan.

2. Shares withheld by the Company at the request of the Reporting Person to pay taxes due following the expiration of the applicable restriction period, under the terms of the Northrim BanCorp, Inc. Stock Incentive Plan.

3. Under the terms of the Northrim BanCorp, Inc. Stock Incentive Plan, the underlying securities were earned (150 percent) based on the Companys performance relative to an industry peer group over a three-year performance period. Determination of the percentage of the award earned was made by the Compensation Committee on March 23, 2026, and calculation of the underlying shares to be delivered, net of withholding, was completed on March 23, 2026.

4. Includes 999 shares issued for the payment of dividends under the Northrim BanCorp, Inc. Stock Incentive Plan.

5. No conversion or exercise price applies.

6. The total grant of restricted stock units vested on March 23, 2026.

7. Performance stock units vested at 150 percent based on the Companys performance relative to an industry peer group over a three-year performance period.

Remarks:

	/s/ Jed W. Ballard	03/25/2026
	** 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)

FAQ

What insider transactions did Northrim (NRIM) CFO Jed Ballard report?

Jed Ballard reported equity compensation activity where restricted stock units and performance stock units converted into Northrim common stock. The awards vested on March 23, 2026, based on time and performance conditions under the company’s stock incentive plans, rather than reflecting open-market stock purchases or sales.

How many Northrim (NRIM) shares did the CFO receive from stock unit vesting?

The CFO’s restricted stock units and performance stock units converted into 14,359 shares of Northrim common stock. These shares came from the full vesting of a restricted stock unit grant and performance stock units that vested at 150 percent of target based on a three-year peer performance comparison.

How many Northrim (NRIM) shares were withheld to pay the CFO’s taxes?

A total of 3,860 Northrim common shares were withheld to satisfy tax obligations tied to the vesting events. These tax-withholding dispositions occurred at a price of $22.85 per share and represent shares retained by the company, not open-market sales by the executive.

How many Northrim (NRIM) shares does CFO Jed Ballard own after these transactions?

Following the vesting and tax-withholding transactions, Jed Ballard directly owns 30,327 shares of Northrim common stock. This total includes shares received from the recent stock unit conversions and shares previously issued as dividend equivalents under Northrim’s stock option and stock incentive plans.

Were Northrim (NRIM) CFO Jed Ballard’s Form 4 transactions open-market trades?

No, the Form 4 shows compensation-related vesting and tax withholding, not open-market trades. The M-code entries reflect derivative exercises as stock units converted to common shares, while the F-code entries document shares withheld by Northrim to pay taxes due at vesting under plan terms.

What performance conditions affected Northrim (NRIM) performance stock units for the CFO?

The performance stock units vested at 150 percent of target based on Northrim’s performance versus an industry peer group over a three-year period. The Compensation Committee determined the earned percentage and calculated the underlying shares to be delivered, net of tax withholding, on March 23, 2026.