Krug Jennifer Jane 4

What Happened

• Jennifer Jane Krug, Executive Vice President of Banner Bank (a Banner Corp subsidiary), was granted restricted stock units (RSUs) on April 1, 2026: 1,059 RSUs @ $61.40 (value $65,023), 1,588 RSUs @ $61.40 (value $97,503), and 840 RSUs @ $61.40 (value $51,576), totaling 3,487 RSUs with an aggregate grant value of approximately $214,102.
• On the same date she relinquished (disposed) 176 shares @ $61.34 ($10,796) and 83 shares @ $61.34 ($5,091) to cover tax obligations related to prior restricted stock vesting (total withheld value about $15,887). The filings use code A for award/grant and F for tax-withholding/disposition.

Key Details

• Transaction date: April 1, 2026; grant price used for valuation: $61.40 (closing price); tax-withheld price shown: $61.34.
• Shares granted: 3,487 RSUs (aggregate ~$214,102). Shares surrendered for taxes: 259 shares (aggregate ~$15,887).
• Vesting and conditions (from footnotes): some RSUs vest ratably over 3 years starting 4/1/2026 (F1); some are performance-based covering 2026–2028 (F3); another tranche vests over one year from 4/1/2026 (F4). Each RSU converts to one share upon vesting and is subject to forfeiture and transfer restrictions.
• The tax-related share relinquishments covered tax obligations on earlier awards under the 2018 Omnibus Incentive Plan (footnotes indicate prior vestings of 653 and 340 shares).
• Filing timeliness: Reported period 2026-04-01 and filed 2026-04-02 — appears timely.
• Shares owned after transaction: not listed in the provided filing excerpt.

Context

• These transactions are compensation-related RSU grants (not open-market purchases). RSUs are a common form of executive compensation and generally do not reflect immediate buying or selling of stock — vesting schedules and performance conditions determine if/when shares become owned.
• The share surrenders were routine tax-withholding actions (code F), not a market sale for investment purposes.