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COLUMBIA BANKING SYSTEM, INC.

For the period ended Dec 31, 2025. Filed Feb 26, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 26, 2026

COLB$31.00+1.7%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

EXHIBIT INDEX

Exhibit#DescriptionLocation
2.1Agreement and Plan of Merger, dated as of April 23, 2025, by and among the Company, Pacific Premier, and Balboa Merger Sub, Inc.Incorporated by reference to Exhibit 2.1 of the Company's Current Report on Form 8-K filed on April 25, 2025
3.1Restated Articles of IncorporationIncorporated by reference to Exhibit 3.1 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023
3.2Amended and Restated Bylaws of Columbia Banking System, Inc.Filed herewith
4.1Specimen Common Stock CertificateIncorporated by reference to Exhibit 4.3 of the Company’s Registration Statement on Form S-3 filed on December 19, 2008
4.2Pursuant to Item 601(b) (4) (iii) (A) of Regulation S-K, copies of instruments defining the rights of holders of long-term debt and preferred securities are not filed. The Company agrees to furnish a copy thereof to the Securities and Exchange Commission upon request.
4.3Description of Capital Stock (securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934)Incorporated by reference to Exhibit 4.3 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2019
10.1**2018 Equity Incentive Plan (as amended through May 22, 2019)Incorporated by reference to Exhibit 10.1 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022
10.2**Form of Restricted Stock AgreementIncorporated by reference to Exhibit 10.2 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022
10.3**Form of Restricted Stock Unit AgreementIncorporated by reference to Exhibit 10.3 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022
10.4**Form of Performance Stock Unit AgreementIncorporated by reference to Exhibit 10.4 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022
10.5**Change in Control Agreement between the Bank and Lisa Dow dated as of November 25, 2020Incorporated by reference to Exhibit 10.22 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020
10.6**Supplemental Compensation Agreement between the Bank and Clint E. SteinIncorporated by reference to Exhibit 10.16 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007
10.7**Form of Indemnification Agreement between the Company and its directorsIncorporated by reference to Exhibit 10.4 of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2009
10.8**Amended and Restated Columbia Banking System, Inc. 2005 401 Plus Plan (Deferred Compensation Plan), dated October 26, 2016 for directors and key employeesIncorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed October 28, 2016
Exhibit#DescriptionLocation
10.9**Amendment to Amended and Restated Columbia Banking System, Inc. 2005 401 Plus Plan (Deferred Compensation plan), dated November 14, 2022Incorporated by reference to Exhibit 10.18 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022
10.10**Columbia Banking System, Inc. 2016 401 Plus Plan (Deferred Compensation Plan), dated October 26, 2016 for directors and key employeesIncorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed October 28, 2016
10.11**Amendment to Columbia Banking System, Inc. 2016 401 Plus Plan (deferred Compensation Plan), dated November 14, 2022Incorporated by reference to Exhibit 10.20 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022
10.12**Columbia State Bank Supplemental Executive Retirement Plan Agreement, by and between the Bank and Kumi Baruffi, effective February 27, 2015Incorporated by reference to Exhibit 10.8 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015
10.13**First Amendment to the Columbia State Bank Supplemental Executive Retirement Plan Agreement, by and between the Bank and Kumi Baruffi, effective November 15, 2017Incorporated by reference to Exhibit 10.47 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2017
10.14**First Amended and Restated Columbia State Bank Supplemental Executive Retirement Plan Agreement, by and between the Bank and Clint E. Stein, effective February 24, 2015Incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015
10.15**First Amendment to the First Amended and Restated Columbia State Bank Supplemental Executive Retirement Plan Agreement, by and between the Bank and Clinton E. Stein, effective November 15, 2017Incorporated by reference to Exhibit 10.51 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2017
10.16**Employment Offer (Lisa Dow), dated January 3, 2018Incorporated by reference to Exhibit 10.4 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2018
10.17**Amended and Restated Employment Agreement, dated as of October 11, 2021, by and between Columbia Banking System, Inc. and Clint E. SteinIncorporated by reference to Exhibit 10.32 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022
10.18**First Amendment to the Employment Agreement and the A&R Employment Agreement, dated as of December 31, 2022, by and between Columbia Banking System, Inc. and Clint E. SteinIncorporated by reference to Exhibit 10.33 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022
10.19**Amended and Restated Employee Stock Purchase PlanIncorporated by reference to Exhibit 10.7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2010
10.20**First Amendment to Amended and Restated Employee Stock Purchase PlanIncorporated by reference to Exhibit 10.4 of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018
10.21**Second Amendment to the Columbia State Bank Endorsement Method Split Dollar Agreement, by and between the Bank and Kumi Baruffi, effective May 31, 2019Incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019
10.22**Third Amendment to the Columbia State Bank Endorsement Method Split Dollar Agreement, by and between the Bank and Clinton E. Stein, effective May 31, 2019Incorporated by reference to Exhibit 10.4 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019
Exhibit#DescriptionLocation
10.23**Columbia State Bank Endorsement Method Split Dollar Agreement, effective January 15, 2013, by and between Columbia State Bank and Christopher MerrywellIncorporated by reference to Exhibit 10.58 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020
10.24**First Amendment to the Columbia State Bank Endorsement Method Split Dollar Agreement, dated November 23, 2020, by and between Columbia State Bank and Christopher MerrywellIncorporated by reference to Exhibit 10.59 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020
10.25**Columbia State Bank Endorsement Method Split Dollar Agreement, dated November 25, 2020 by and between Columbia State Bank and Aaron DeerIncorporated by reference to Exhibit 10.60 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020
10.26**Executive Supplemental Compensation Agreement dated as of March 25, 2015 between Columbia State Bank and Christopher M. MerrywellIncorporated by reference to Exhibit 10.65 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020
10.27**Executive Supplemental Compensation Agreement dated as of February 1, 2018 between Columbia State Bank and Christopher MerrywellIncorporated by reference to Exhibit 10.66 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020
10.28**Form of Columbia State Bank Executive Supplemental Compensation AgreementFiled herewith
10.29**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and Ronald FarnsworthIncorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed March 1, 2023
10.30**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and Lisa WhiteIncorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed March 1, 2023
10.31**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and Aaron DeerIncorporated by reference to Exhibit 10.4 of the Company’s Current Report on Form 8-K filed March 1, 2023
10.32**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and Eric EidIncorporated by reference to Exhibit 10.5 of the Company’s Current Report on Form 8-K filed March 1, 2023
10.33**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and Christopher MerrywellIncorporated by reference to Exhibit 10.6 of the Company’s Current Report on Form 8-K filed March 1, 2023
10.34**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and Drew AndersonIncorporated by reference to Exhibit 10.6 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023
10.35**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and Sheri BurnsIncorporated by reference to Exhibit 10.7 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023
10.36**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and Frank NamdarIncorporated by reference to Exhibit 10.8 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023
Exhibit#DescriptionLocation
10.37**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and Tory NixonIncorporated by reference to Exhibit 10.9 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023
10.38**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and Andrew OgnallIncorporated by reference to Exhibit 10.10 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023
10.39**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and Kumi BaruffiIncorporated by reference to Exhibit 10.11 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023
10.40**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and Lisa DowIncorporated by reference to Exhibit 10.12 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023
10.41**Letter Agreement, dated as of March 1, 2023, by and between Columbia Banking System, Inc. and David Moore DevineIncorporated by reference to Exhibit 10.13 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023
10.42**Second Amendment to the Columbia State Bank Supplemental Executive Retirement Plan Agreement, dated as of February 28, 2023, by and between Columbia State Bank and Kumi BaruffiIncorporated by reference to Exhibit 10.14 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023
10.43**Columbia Banking System, Inc. 2023 Deferred Compensation PlanIncorporated by reference to Exhibit 10.7 of the Company’s Current Report on Form 8-K filed March 1, 2023
10.44**First Amendment to Columbia Banking System, Inc. 2023 Deferred Compensation Plan, dated as of April 18, 2023Incorporated by reference to Exhibit 10.16 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023
10.45**Umpqua Bank Nonqualified Deferred Compensation Plan, Revised and Restated January 1, 2024Incorporated by reference to Exhibit 10.71 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023
10.46**Form of Umpqua Bank Endorsement Method Split Dollar AgreementIncorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024
10.47**Columbia Banking System, Inc. 2024 Equity Incentive PlanIncorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed May 9, 2024
10.48**Columbia Banking System, Inc. Form of Restricted Stock AgreementIncorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed May 9, 2024
10.49**Columbia Banking System, Inc. Form of Restricted Stock Unit AgreementIncorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed May 9, 2024
10.50**Columbia Banking System, Inc. Form of Performance Stock Unit Agreement (ROTCE)Incorporated by reference to Exhibit 10.4 of the Company’s Current Report on Form 8-K filed May 9, 2024
Exhibit#DescriptionLocation
10.51**Columbia Banking System, Inc. Form of Performance Stock Unit Agreement (TSR)Incorporated by reference to Exhibit 10.5 of the Company’s Current Report on Form 8-K filed May 9, 2024
10.52**Second Amendment to Amended and Restated Employee Stock Purchase Plan of Columbia Banking System, Inc.Incorporated by reference to Exhibit 10.6 of the Company’s Current Report on Form 8-K filed May 9, 2024
10.53**Columbia Banking System, Inc. Executive Change in Control and Severance PlanIncorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024
10.54**Columbia Banking System, Inc. Form of Participation AgreementIncorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024
10.55**Columbia Banking System, Inc. Form of Participation AgreementIncorporated by reference to Exhibit 10.81 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024
10.56**Form of First Amendment to the Umpqua Bank Endorsement Method Split Dollar AgreementIncorporated by reference to Exhibit 10.82 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024
10.57**First Amendment to the First Amended and Restated Umpqua Bank Endorsement Method Split Dollar Agreement, dated October 18, 2024, by and between Umpqua Bank and Aaron DeerIncorporated by reference to Exhibit 10.83 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024
10.58**First Amendment to the First Amended and Restated Umpqua Bank Endorsement Method Split Dollar Agreement, dated October 28, 2024, by and between Umpqua Bank and Christopher MerrywellIncorporated by reference to Exhibit 10.84 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024
10.59**First Amendment to the First Amended and Restated Umpqua Bank Joint Beneficiary Agreement, dated November 12, 2024, by and between Umpqua Bank and David Moore DevineIncorporated by reference to Exhibit 10.85 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024
10.60**First Amendment to the Umpqua Bank Endorsement Method Split Dollar Agreement, dated December 31, 2024, by and between Umpqua Bank and Kumi BaruffiIncorporated by reference to Exhibit 10.86 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024
10.61**Third Amendment to the Umpqua Bank Endorsement Method Split Dollar Agreement, dated December 31, 2024, by and between Umpqua Bank and Kumi BaruffiIncorporated by reference to Exhibit 10.87 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024
10.62**Third Amendment to the Umpqua Bank Endorsement Method Split Dollar Agreement, dated November 12, 2024, by and between Umpqua Bank and Lisa DowIncorporated by reference to Exhibit 10.88 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024
10.63**First Amendment to the Umpqua Bank Endorsement Method Split Dollar Agreement, dated November 12, 2024, by and between Umpqua Bank and Lisa DowIncorporated by reference to Exhibit 10.89 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024
Exhibit#DescriptionLocation
10.64**First Amendment to the First Amended and Restated Umpqua Bank Endorsement Method Split Dollar Agreement, dated October 30, 2024, by and between Umpqua Bank and Clinton SteinIncorporated by reference to Exhibit 10.91 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024
10.65**Umpqua Bank Endorsement Method Split Dollar Agreement, dated November 27, 2024, by and between Umpqua Bank and Ronald L. FarnsworthIncorporated by reference to Exhibit 10.92 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024
10.66**Offer Letter, dated as of July 10, 2025, by and between Columbia Bank and Ivan SedaFiled herewith
10.67**Consulting Agreement, dated as of September 2, 2025, by and among Columbia, Columbia Bank and Steven R. GardnerIncorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed on September 2, 2025
10.68**Leadership Transition Letter Agreement, dated as of October 31, 2025, by and among Columbia, Columbia Bank and Ronald L. FarnsworthIncorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed on November 4, 2025
10.69**Leadership Transition Letter Agreement, dated as of November 19, 2025, by and among Columbia, Columbia Bank and Lisa WhiteFiled herewith
19.1Columbia Banking System, Inc. Insider Trading Policy and ProceduresFiled herewith
21.1Subsidiaries of the CompanyFiled herewith
23.1Consent of Deloitte & Touche LLPFiled herewith
31.1Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002Filed herewith
31.2Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002Filed herewith
31.3Certification of Principal Accounting Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002Filed herewith
32Certification of Chief Executive Officer, Principal Financial Officer and Principal Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002Filed herewith
Exhibit#DescriptionLocation
97.1Columbia Banking System, Inc. Policy for the Recovery of Erroneously Awarded Incentive-based Compensation, dated October 22, 2024Incorporated by reference to Exhibit 97.1 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024
101The following financial information from Columbia Banking System, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2025 is formatted in XBRL: (i) Audited Consolidated Balance Sheets, (ii) Audited Consolidated Statements of Income, (iii) Audited Consolidated Statements of Comprehensive Income, (iv) Audited Consolidated Statements of Changes in Shareholders’ Equity, (v) Audited ConsolidatedFiled herewith
104Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL)Filed herewith

** Management contract or compensatory plan or arrangement

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