Sherri Scott Reports 28,813-Share Disposition as PPBI Merges into Columbia

Rhea-AI Filing Summary

Sherri V. Scott, Senior Executive Vice President and Chief Corporate Responsibility Officer of Pacific Premier Bancorp, reported a transaction dated 08/31/2025 in which she disposed of 28,813 shares of Pacific Premier Bancorp common stock. Following the reported disposition she beneficially owns 0 shares. The disposition occurred in connection with the Agreement and Plan of Merger dated April 23, 2025, under which Pacific Premier Bancorp was merged into Columbia Banking System, Inc., and each outstanding Pacific Premier share was converted into 0.9150 shares of Columbia common stock, with cash paid for fractional shares.

Positive

• Merger consummated with explicit conversion of PPBI shares into Columbia stock at a 0.9150 ratio
• Insider disclosure completed via Form 4 indicating compliance with reporting obligations

Negative

• Reporting person no longer holds PPBI common stock after the conversion (beneficial ownership 0)
• Disposition of 28,813 shares reduced insider's direct equity stake in the pre-merger issuer

Insights

Financial Analyst

TL;DR: Insider share disposal resulted from a completed merger that converted PPBI shares into Columbia stock at a 0.9150 ratio.

The Form 4 shows a non-derivative disposition of 28,813 PPBI shares by a senior officer as a direct consequence of the merger with Columbia Banking System. This is a corporate action-driven disposition rather than a voluntary sale for liquidity or diversification. For investors, the key metric is the conversion ratio of 0.9150 Columbia shares per PPBI share which determines post-merger holdings and potential tax implications for holders.

M&A Specialist

TL;DR: The reported change reflects merger consideration mechanics, not an independent insider signal about company prospects.

The explanation ties the disposition directly to the Merger Agreement dated April 23, 2025, and the Effective Time on August 31, 2025. The conversion of outstanding PPBI shares into Columbia common stock (with cash for fractions) is a standard merger settlement process. This filing confirms consummation mechanics executed for at least one named officer; it does not on its face indicate post-merger retention, employment terms, or additional earnouts.

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^*

Scott Sherri V.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SrEVP, Chief Corp Resp Officer

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		28,813	D	(1)	0	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

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/ Sherri V. Scott	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.
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FAQ

Why did Sherri V. Scott dispose of 28,813 PPBI shares?

The Form 4 states the shares were disposed of in connection with the Merger Agreement that converted PPBI shares into Columbia common stock at a 0.9150 ratio.

What was the conversion ratio for PPBI shares in the merger?

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

How many PPBI shares does Sherri V. Scott own after the transaction?

Following the reported transaction she beneficially owns 0 shares of PPBI common stock according to the Form 4.

Does this Form 4 indicate a voluntary insider sale?

No. The explanation explicitly ties the disposition to the Merger Agreement, indicating it was part of the merger conversion rather than a standalone sale.

Which filing reports this insider transaction for PPBI?

This transaction is reported on a SEC Form 4, Statement of Changes in Beneficial Ownership, for Pacific Premier Bancorp (ticker PPBI), with a transaction date of 08/31/2025.