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Zions Bancorporation (ZION) elects former PwC partner Daniel J. Ryan to its board

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Zions Bancorporation, N.A. reported that its board of directors increased its size from 11 to 12 members and elected Daniel J. Ryan as a new director, effective immediately. He will serve until the next annual meeting of shareholders.

The board also appointed Ryan to its Audit and Risk Oversight Committees effective July 1, 2026, reflecting his background as a retired PricewaterhouseCoopers partner with more than 40 years of experience advising large U.S. and global banks on governance, risk management, and financial reporting. As a nonemployee director, he will receive cash compensation and participate in the company’s omnibus stock incentive plan.

The company highlighted that there are no related-party transactions with Ryan requiring disclosure under Item 404(a) of Regulation S-K. The attached press release also notes that Zions Bancorporation had approximately $89 billion of total assets at December 31, 2025 and $3.4 billion of annual net revenue in 2025, underscoring its scale as a regional financial services company.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Board size after election 12 directors Board increased from 11 to 12 members on June 2, 2026
Total assets $89 billion Approximate total assets at December 31, 2025
Annual net revenue $3.4 billion Annual net revenue in 2025
Committee appointment date July 1, 2026 Effective date for Audit and Risk Oversight Committee roles
Experience length more than 40 years Ryan’s experience serving U.S. public banks and global institutions
Operating footprint 11 states Western U.S. states where Zions operates under local brands
Audit and Risk Oversight Committees financial
"The Board also appointed Mr. Ryan to its Audit and Risk Oversight Committees, effective July 1, 2026."
omnibus stock incentive plan financial
"As a nonemployee director, Mr. Ryan will receive cash compensation and will participate in the Bank's omnibus stock incentive plan."
Item 404(a) of Regulation S-K regulatory
"There are no transactions between Mr. Ryan and the Bank or any of its subsidiaries that are reportable under Item 404(a) of Regulation S-K."
emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Depositary Shares financial
"Depositary Shares each representing a 1/40th ownership interest in a share of Series A Floating-Rate Non-Cumulative Perpetual Preferred Stock"
Depositary shares are tradable certificates that represent a fractional piece of a larger security held by a third-party bank, like owning a slice of a single big pie instead of the whole pie. They let companies issue and investors buy smaller, more affordable portions of preferred stock or other instruments; holders usually receive proportional dividends and market pricing similar to ordinary shares, but may have limited voting rights and different liquidity or tax implications, which can affect income and resale value.

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FAQ

What did Zions Bancorporation (ZION) announce in this 8-K filing?

Zions Bancorporation announced the election of Daniel J. Ryan to its board, expanding the board from 11 to 12 directors. He will serve until the next annual meeting and join the Audit and Risk Oversight Committees.

Who is Daniel J. Ryan, the new Zions Bancorporation (ZION) director?

Daniel J. Ryan is a retired PricewaterhouseCoopers partner with over 40 years of experience serving U.S. public banks and global financial institutions. He has advised boards on governance, risk management, regulatory engagement, financial reporting, and technology and cybersecurity oversight.

When will Daniel J. Ryan join Zions Bancorporation’s board committees?

Daniel J. Ryan’s election to the board was effective immediately on June 2, 2026. He will join Zions Bancorporation’s Audit and Risk Oversight Committees effective July 1, 2026, reflecting his background in financial and risk oversight.

How will Daniel J. Ryan be compensated as a Zions Bancorporation (ZION) director?

As a nonemployee director, Daniel J. Ryan will receive cash compensation and participate in Zions Bancorporation’s omnibus stock incentive plan. Specific details of nonemployee director compensation are described in the company’s March 19, 2026 proxy statement.

What size is Zions Bancorporation (ZION) based on this disclosure?

Zions Bancorporation is described as one of the nation’s premier financial services companies, with approximately $89 billion of total assets at December 31, 2025 and annual net revenue of $3.4 billion in 2025, operating across 11 western U.S. states.
0000109380false00001093802026-06-022026-06-020000109380us-gaap:CommonStockMemberexch:XNAS2026-06-022026-06-020000109380us-gaap:SeriesAPreferredStockMemberexch:XNYS2026-06-022026-06-02

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported)  June 2, 2026

ZIONS BANCORPORATION, NATIONAL ASSOCIATION
(Exact name of registrant as specified in its charter)
United States of America
001-12307
87-0189025
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(IRS Employer Identification No.)
One South Main,
Salt Lake City,
Utah
84133-1109
(Address of Principal Executive Offices)
(Zip Code)

Registrant's telephone number, including area code (801) 844-7637
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolsName of Each Exchange on Which Registered
Common Stock, par value $0.001ZIONThe NASDAQ Stock Market, LLC
Depositary Shares each representing a 1/40th ownership interest in a share of:
   Series A Floating-Rate Non-Cumulative Perpetual Preferred StockZIONPThe NASDAQ Stock Market, LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.









Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Election of Director.
On June 2, 2026, the Board of Directors (the “Board”) of Zions Bancorporation, N.A. (the “Bank”) increased the number of its members from 11 to 12 directors and elected Daniel J. Ryan to fill the resulting vacancy, effective immediately. Mr. Ryan will hold office until the Bank's next annual meeting of shareholders. The Board also appointed Mr. Ryan to its Audit and Risk Oversight Committees, effective July 1, 2026. Mr. Ryan is a retired partner of PricewaterhouseCoopers, a global professional services firm, where he served in various capacities since 1985. The press release announcing Mr. Ryan's election is attached as an exhibit.
There are no arrangements or understandings between Mr. Ryan and any other person in connection with his election to the Board. There are no transactions between Mr. Ryan and the Bank or any of its subsidiaries that are reportable under Item 404(a) of Regulation S-K. As a nonemployee director, Mr. Ryan will receive cash compensation and will participate in the Bank's omnibus stock incentive plan. Further information about nonemployee director compensation is included in the Bank's proxy statement filed with the Securities and Exchange Commission on March 19, 2026.
Item 9.01    Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are furnished as part of this Current Report on Form 8-K:
Exhibit NumberDescription
99.1
Zions Bancorporation Press Release dated June 2, 2026 (furnished herewith).
101Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
104The cover page from this Current Report on form 8-K, formatted as Inline XBRL.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ZIONS BANCORPORATION, NATIONAL ASSOCIATION
By:/s/ Rena Miller
Name:    Rena Miller
Title:      Executive Vice President and Corporate General Counsel
Date: June 2, 2026

EXHIBIT 99.1
image_0a.jpg
***For release June 2, 2026, at 12:00 p.m. EDT***

FOR: ZIONS BANCORPORATION                        Contact: Jennifer Johnston
One South Main Street                            Tel: (801) 844-7112
Salt Lake City, Utah                            
Harris H. Simmons
Chairman and Chief Executive Officer

ZIONS BANCORPORATION ELECTS DANIEL J. RYAN TO ITS BOARD OF DIRECTORS

SALT LAKE CITY, June 2, 2026 – Zions Bancorporation, N.A. (Nasdaq: ZION) today announced the election of Daniel J. Ryan to its board of directors.

Mr. Ryan is a retired PwC partner and former Banking and Capital Markets Leader with more than 40 years of experience serving U.S. public banks and complex global financial institutions. He held senior leadership roles across PwC’s Audit and Financial Services Consulting practices.

Over the course of his career, Ryan has advised boards of directors and senior executives on governance, risk management, regulatory engagement, financial reporting, internal controls, and technology and cybersecurity risk. He also led or participated in more than 25 board, audit committee, and risk committee effectiveness reviews for large and regional U.S. banks.

“We are pleased to welcome Daniel J. Ryan to our board of directors,” said Harris H. Simmons, Zions Bancorporation’s Chairman and CEO. “His deep experience in governance, risk management, financial reporting, internal controls, and technology and cybersecurity oversight will be a strong asset to our board.”

“I am honored to join the board of Zions Bancorporation,” said Ryan. “I look forward to supporting the company’s continued focus on strong governance, sound oversight, and service to its customers and communities across the West.”

Zions Bancorporation, N.A. is one of the nation's premier financial services companies with approximately $89 billion of total assets at December 31, 2025, and annual net revenue of $3.4 billion in


ZIONS BANCORPORATION
Press Release – Page 2

2025. Zions operates under local management teams and distinct brands in 11 western states: Arizona, California, Colorado, Idaho, Nevada, New Mexico, Oregon, Texas, Utah, Washington, and Wyoming. The Bank is a consistent recipient of national and state-wide customer survey awards in small- and middle-market banking, as well as a leader in public finance advisory services and Small Business Administration lending. In addition, Zions is included in the S&P MidCap 400 and NASDAQ Financial 100 indices. Investor information and links to local banking brands can be accessed at www.zionsbancorporation.com.

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Filing Exhibits & Attachments

5 documents