Pacific Premier (PPBI) Insider Sells 12,213 Shares on 08/31/2025 Merger

Rhea-AI Filing Summary

Stephanie Hsieh, a director of Pacific Premier Bancorp, Inc. (PPBI), reported share disposals tied to the company's merger into Columbia Banking System, Inc. On 08/31/2025 she disposed of 3,801 shares of PPBI common stock as a direct sale and 8,412 shares as an indirect sale held in The Stephanie Hsieh Revocable Trust dated 8/30/2016. After those transactions the reported beneficial ownership for both lines is 0 shares. The filing explains that at the Merger Effective Time each PPBI share converted into the right to receive 0.9150 shares of Columbia common stock, with cash paid in lieu of fractional shares. The Form 4 was signed on 09/03/2025.

Positive

• Merger completion disclosed: Form confirms PPBI was merged into Columbia and specifies the conversion ratio of 0.9150 Columbia shares per PPBI share.
• Clear disclosure of insider dispositions: Reporting person documents direct and indirect disposals with post-transaction beneficial ownership reported as 0 shares.

Negative

• Reporting person no longer holds reported PPBI shares: Disposals reduced both direct and indirect reported holdings to 0 shares, eliminating that insider stake in PPBI (post-merger).

Insights

Corporate Governance Expert

TL;DR: Insider disposed of all reported PPBI holdings due solely to a merger conversion; disclosure is routine but material to ownership transparency.

The Form 4 shows a director-level insider executing dispositions on the merger Effective Time rather than open-market trades. The statement clarifies conversion mechanics: each PPBI share converted into 0.9150 Columbia shares with fractional cash-outs. For governance reviewers this is a clean, transaction-driven change in insider ownership and it preserves transparency around post-merger ownership shifts.

Financial Analyst

TL;DR: Transaction stems from the Merger Agreement; the filing documents zero remaining reported PPBI shares held directly or indirectly.

The disposals—3,801 shares (direct) and 8,412 shares (indirect via a revocable trust)—are explicitly tied to the merger effective 08/31/2025, not to trading activity. The conversion ratio of 0.9150 shares of Columbia per PPBI share and cash in lieu for fractions are the key economic terms reflected in this ownership update. This is a material ownership change because it arises from the corporate combination.

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

OMB Number:			3235-0287
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X

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^*

Hsieh Stephanie

(Last) (First) (Middle)

17901 VON KARMAN AVE., SUITE 1200

(Street)

IRVINE CA 92614

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PACIFIC PREMIER BANCORP INC [ PPBI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/31/2025

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
PPBI Common Stock	08/31/2025		D		3,801	D	(1)	0	D
PPBI Common Stock	08/31/2025		D		8,412	D	(1)	0	I	The Stephanie Hsieh Revocable Trust dated 8/30/2016

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. Disposed of in connection with the Agreement and Plan of Merger (the "Merger Agreement"), dated April 23, 2025, by and among Columbia Banking System, Inc. ("Columbia"), Pacific Premier Bancorp, Inc. (the "Issuer") and Balboa Merger Sub, Inc., pursuant to which the Issuer was merged with and into Columbia on August 31, 2025 (the "Effective Time"). Pursuant to the Merger Agreement, as of the Effective Time, each share of the Issuer's common stock outstanding immediately prior to the Effective Time was converted into the right to receive 0.9150 of a share of Columbia common stock, with cash (without interest) paid in lieu of fractional shares, if applicable.

Remarks:

	/s/ Stephanie Hsieh	09/03/2025
	** 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 transactions did Stephanie Hsieh report on Form 4 for PPBI?

The filing reports disposals of 3,801 PPBI shares (direct) and 8,412 PPBI shares (indirect via The Stephanie Hsieh Revocable Trust) on 08/31/2025.

Why were the PPBI shares disposed of in this Form 4?

The dispositions occurred in connection with the Merger Agreement under which PPBI was merged into Columbia, effective 08/31/2025.

What was the conversion rate applied to PPBI shares in the merger?

Each PPBI share outstanding immediately prior to the Effective Time converted into the right to receive 0.9150 shares of Columbia common stock, with cash in lieu for fractional shares.

What is the reported beneficial ownership after the transactions?

The Form 4 lists the amount of securities beneficially owned following the reported transactions as 0 shares for both the direct and indirect lines.

When was the Form 4 signed by the reporting person?

The Form 4 bears the signature of Stephanie Hsieh dated 09/03/2025.