Form 4: Director Disposes PPBI Shares Post-Merger with Columbia

A director of Pacific Premier Bancorp, Inc. disposed of all beneficial ownership in the company's common stock following its merger with Columbia Banking System, Inc.

Summary

• Reporting person Avad Adeeb Fargo, a director of Pacific Premier Bancorp, Inc. (PPBI), disposed of all his beneficial ownership in PPBI common stock.
• The disposal occurred on August 31, 2025, in connection with the merger of PPBI into Columbia Banking System, Inc. (Columbia).
• Directly, 21,793 shares of PPBI Common Stock were disposed of.
• Indirectly, 308,358 shares of PPBI Common Stock held by The Fargo 2009 Rev Trust were disposed of.
• Following the transaction, the reporting person holds 0 shares of PPBI common stock.
• Each share of PPBI common stock was converted into 0.9150 shares of Columbia common stock as per the merger agreement, with cash paid in lieu of fractional shares.

Sentiment

Score: 5

Explanation: The filing is a standard Form 4 reporting the mandatory disposal of shares by a director due to a pre-announced merger. It reflects a completed corporate action rather than new operational or financial performance, thus having a neutral impact.

Positives

• The transaction was executed as part of a pre-existing merger agreement, indicating a planned corporate action.
• Shareholders of Pacific Premier Bancorp, Inc. received shares of Columbia Banking System, Inc. common stock, providing continuity of investment in the combined entity.

Negatives

• Pacific Premier Bancorp, Inc. ceased to exist as an independent publicly traded entity following its merger into Columbia Banking System, Inc.

Future Outlook

Following the merger, Pacific Premier Bancorp, Inc. no longer operates as an independent entity, with its future outlook now integrated into Columbia Banking System, Inc.

Industry Context

The merger of Pacific Premier Bancorp, Inc. into Columbia Banking System, Inc. reflects ongoing consolidation trends within the regional banking sector, driven by factors such as economies of scale, increased regulatory burdens, and the pursuit of expanded market share and operational efficiencies.

Comparison to Industry Standards

• The exchange ratio of 0.9150 shares of Columbia common stock for each PPBI share is a specific deal term resulting from negotiations between the two entities, Columbia Banking System, Inc. and Pacific Premier Bancorp, Inc.
• Such stock-for-stock mergers are a common strategy in the banking industry for achieving growth and synergy, similar to other regional bank consolidations seen with peers like Umpqua Holdings Corp. merging with Columbia Banking System, Inc. in 2023, or First Horizon Corp. and TD Bank Group's proposed merger.

Management Changes

Corporate Governance

Related Party Transactions

• Disposal of shares by Avad Adeeb Fargo, a director, including shares held indirectly by The Fargo 2009 Rev Trust, as a mandatory consequence of the merger.

Stakeholder Impact

• Shareholders of Pacific Premier Bancorp, Inc. became shareholders of Columbia Banking System, Inc. as their PPBI shares were converted into Columbia common stock.

Next Steps

• The reporting person is no longer subject to Section 16 reporting obligations for Pacific Premier Bancorp, Inc. as the company has merged into Columbia Banking System, Inc.

Key Dates

Keywords

PPBI, Pacific Premier Bancorp, Columbia Banking System, Merger, Form 4, Insider Transaction, Stock Disposal, Director, Avad Adeeb Fargo