Kohler Kayleen R 4
4 · BANNER CORP · Filed Apr 2, 2026
Research Summary
AI-generated summary of this filing
Banner Corp (BANR) EVP Kayleen R. Kohler Receives RSU Awards
What Happened
Kayleen R. Kohler, Executive Vice President of Banner Corp (BANR), received two restricted stock unit (RSU) awards on April 1, 2026: 2,081 RSUs at $61.40 each (value $127,773) and 3,121 RSUs at $61.40 each (value $191,629), totaling $319,402. On the same date she relinquished 214 shares and 171 shares (385 total) at $61.34 each to satisfy tax obligations, totaling $23,616. The RSUs are awards (not open-market purchases) and typically signal compensation, not an immediate cash-market buy.
Key Details
- Transaction date: 2026-04-01 (Form filed 2026-04-02 — timely filing).
- Grant details: 2,081 RSUs @ $61.40 ($127,773) and 3,121 RSUs @ $61.40 ($191,629).
- Tax-withholding dispositions: 214 shares @ $61.34 ($13,127) and 171 shares @ $61.34 ($10,489).
- Net reported activity on the form: +5,202 RSUs granted and 385 shares surrendered for tax withholding.
- Shares owned after transaction: not specified in the filing.
- Footnotes of note:
- One award vests ratably over a three-year period beginning April 1, 2026 (subject to forfeiture until vested).
- The larger award is performance-based and vests only if specified corporate and individual goals are met through Dec 31, 2028.
- The surrendered shares were used to cover tax obligations on earlier vested awards under the 2018 Omnibus Incentive Plan.
- Prices reported reflect the market/closing price on April 1, 2026.
Context
RSU grants are compensation and do not represent an immediate purchase of stock; the shares are delivered (if at all) only as they vest and may be forfeited if conditions aren’t met. The share relinquishments here are routine tax-withholding actions (cashless surrender), not open-market sales that indicate trading intent. The performance-based RSU may never convert to shares if goals are unmet, so treat the award as contingent compensation rather than an outright purchase.
Insider Transaction Report
- Award
Common Stock, $0.01 par value per share
[F1][F2]2026-04-01$61.40/sh+2,081$127,773→ 26,977 total - Award
Common Stock, $0.01 par value per share
[F3][F2]2026-04-01$61.40/sh+3,121$191,629→ 30,098 total - Tax Payment
Common Stock, $0.01 par value per share
[F4][F5]2026-04-01$61.34/sh−214$13,127→ 29,884 total - Tax Payment
Common Stock, $0.01 par value per share
[F6][F5]2026-04-01$61.34/sh−171$10,489→ 29,713 total
Footnotes (6)
- [F1]Represents award pursuant to 2023 Omnibus Incentive Plan; shares vest ratably over a three-year period beginning on April 1, 2026 and ending on the third anniversary thereof. Each restricted stock unit represents the right to receive one share of the Issuer's Common Stock upon vesting. These restricted stock units are subject to forfeiture and to limits on transferability until they vest.
- [F2]Closing price on April 1, 2026.
- [F3]Represents award pursuant to 2023 Omnibus Incentive Plan and is subject to the achievement of specified corporate and individual performance goals over a period that began on January 1, 2026 and ends on December 31, 2028. The extent to which the award vests, if at all, depends on the extent to which the performance goals are satisfied. Each restricted stock unit represents the right to receive one share of the Issuer's Common Stock upon vesting. These restricted stock units are subject to forfeiture and to limits on transferability until they vest.
- [F4]Shares relinquished to cover tax obligations on vesting of 726 shares of restricted stock pursuant to 2018 Omnibus Incentive Plan.
- [F5]Market price on April 1, 2026.
- [F6]Shares relinquished to cover tax obligations on vesting of 580 shares of restricted stock pursuant to 2018 Omnibus Incentive Plan.