Form 4: Columbia Banking System Executive Awarded Stock Units

Aaron James Deer, Chief Strategy/Innovation Officer of Columbia Banking System, Inc., received restricted stock units and performance restricted stock units on February 25, 2025.

Summary

• On February 25, 2025, Aaron James Deer, Chief Strategy/Innovation Officer of Columbia Banking System, Inc., was granted restricted stock units (RSUs) and performance restricted stock units (PRSUs).
• 4,699 RSUs were granted, vesting in three equal annual installments starting one year from the grant date.
• 2,349 PRSUs were granted based on relative total shareholder return (TSR) performance over fiscal years 2025-2027 compared to a peer group.
• An additional 2,349 PRSUs were granted based on relative return on tangible common equity (ROTCE) performance over fiscal years 2025-2027 compared to a peer group.
• The price of the stock at the time of the grant was $26.6.

Sentiment

Score: 7

Explanation: The document reflects a standard executive compensation practice, indicating stability and alignment of interests. The performance-based component suggests a focus on future growth and shareholder value.

Positives

• The vesting schedule of the RSUs encourages continued service by the executive.
• The performance-based RSUs incentivize the executive to improve the company's TSR and ROTCE relative to its peers.

Future Outlook

The performance restricted stock units will vest approximately three years following the grant date based on the issuer's relative total shareholder return performance for fiscal years 2025-2027 compared to a Compensation Committee approved group of peers and the issuer's relative return on tangible common equity for fiscal years 2025-2027 compared to a Compensation Committee approved group of peers.

Industry Context

Stock grants are a common form of executive compensation in the banking industry, used to align management's interests with those of shareholders and incentivize long-term performance.

Comparison to Industry Standards

• Stock-based compensation is a standard practice among publicly traded companies, including banks like Columbia Banking System.
• The vesting schedules and performance metrics (TSR and ROTCE) are typical for executive compensation packages in the financial services industry.
• Comparing the size of the grant to similar roles at peer banks (e.g., Umpqua Holdings, KeyCorp) would provide further context on its competitiveness.

Stakeholder Impact

• Shareholders may view the performance-based compensation positively, as it aligns executive incentives with shareholder returns.
• Employees may see the stock grants as a sign of the company's commitment to its leadership team.

Key Dates