Columbia Banking System merges with Umpqua Holdings in 0.5958x stock-for-stock deal

COLUMBIA BANKING SYSTEM, INC.

Each Umpqua share converts to 0.5958 Columbia shares; fractional shares paid in cash.
Cort O'Haver (Umpqua CEO) to be Executive Chairman; Clint Stein (Columbia CEO) to be President and CEO of combined firm.
Board of 14 directors split 7 each; parent HQ in Tacoma, WA; bank HQ in Portland, OR.
Termination fee of $145 million payable by either party under certain circumstances.
CEO Stein receives new contract: $1.15M base salary, target bonus 100% of base, LTIP 200% of base, enhanced severance.

item 1.01 item 5.02 item 9.01

Executive movements

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Role change

Clint E. Stein

President and Chief Executive Officer

COLB · COLUMBIA BANKING SYSTEM, INC.

Filed: October 15, 2021, 7:59 PM ET

On October 11, 2021, Columbia and Mr. Stein, the current President and Chief Executive Officer of Columbia and Chief Executive Officer of Columbia State Bank entered into an amended and restated employment agreement (the "CEO Agreement") pursuant to which Mr. Stein will serve as President and Chief Executive Officer of Columbia and Chief Executive Officer of Umpqua Bank following the Closing.

Key facts

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Executive change SEC 8-K Item 5.02 confidence 0.95

Clint E. Stein changed role as President and Chief Executive Officer at COLUMBIA BANKING SYSTEM, INC..

Action: will serve as
Role: President and Chief Executive Officer

Exact text from the filing

On October 11, 2021, Columbia and Mr. Stein, the current President and Chief Executive Officer of Columbia and Chief Executive Officer of Columbia State Bank entered into an amended and restated employment agreement (the "CEO Agreement") pursuant to which Mr. Stein will serve as President and Chief Executive Officer of Columbia and Chief Executive Officer of Umpqua Bank following the Closing.

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COLUMBIA BANKING SYSTEM, INC. filing history →

Source: SEC EDGAR

accession 0001193125-21-300178

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