COLB 10-K & 10-Q changes, risk factors and insider trading

As previously disclosed in the Company’s Current Report on Form 8-K filed on June 27, 2023 and discussed in greater detail in Note 16 – Commitments and Contingencies and Related-Party Transactions, onin June2023 21, 2023, UmpquaColumbia Bank was informed by one of its technology service providers (the “Vendor”) that a widely reported security incident involving MOVEit, a widely-used filesharing software,software used globally by government agencies, enterprise corporations, and financial institutions, resulted in the unauthorized acquisition by a third party of the names and social security numbers or tax identification numbers of certain of UmpquaColumbia Bank’s consumer and small business customers. UmpquaOn Bankbehalf of the Bank, the Vendor notified potentially affected customers of(approximately this incident429,000), and hasthe workedBank withand Vendor notified applicable federal and state regulators regarding the Vendor to provide formal notification to affected customers with additional information and resources.Incident.

We have in the past sought, and expect in the future tomay continue to seek, to grow our business by acquiring other businesses. Our acquisitions may not have the anticipated positive results, including results relating to: correctly assessing the asset quality of the assets being acquired; the total cost of integration including management attention and resources; the time required to complete the integration successfully; the amount of longer-term cost savings; being able to profitably deploy funds acquired in an acquisition; or the overall performance of the combined entity.

Substantially all of our loan and deposit customers are businesses and individuals in Washington,Arizona, California, Colorado, Idaho, Nevada, Oregon, Idaho, California, Nevada, Utah, Arizona, and ColoradoWashington and soft economies in these market areas could have a material adverse effect on our business, financial condition, results of operationsoperations, and prospects. We are focusing on growth opportunities in California, Arizona, Colorado, Texas, and Utah; however, economic softening in these areas could hinder our expansion plans. A deterioration in the market areas we serve could result in consequences, including the following, any of which would have an adverse impact, which could be material, on our business, financial condition, results of operations and prospects:

While our loan portfolio is diversified across business sectors, it is concentrated in commercial real estateCRE and commercial business loans. These types of loans generally are viewed as having more risk of default than residential real estate loans or certain other types of loans or investments. In fact, the FDIC has issued pronouncements alerting banks of its concern about significant loan concentrations. Commercial real estateCRE valuations can be materially affected over relatively short periods of time by changes in business climate, economic conditions, interest rates, and, in many cases, the results of operations of businesses and other occupants of the real property. Evolving factors such as the shift to work-from-home or hybrid-work arrangements, changing consumer preferences (including online shopping), and resulting changes in occupancy rates as a result of these and other trends can also impact such valuations over relatively short periods. Because our loan portfolio contains commercial real estateCRE and commercial business loans with relatively large balances, the deterioration of one or a few of these loans may cause a significant increase in our non-performing loans. An increase in non-performing loans could result in a loss of earnings from these loans, an increase in the provision for loan losses, or an increase in loan charge-offs, any of which would have an adverse impact, which could be material, on our business, financial condition, results of operations, and prospects.

A large percentage of our loan portfolio is secured by real estate, in particular commercial real estate.CRE. Deterioration in the real estate market or other segments of our loan portfolio would lead to additional losses.

As of December 31, 2024,2025, 75%76% of our total gross loans were secured by real estate. Any renewed downturn in the economies or real estate values in the markets we serve could have a material adverse effect on both borrowers’ ability to repay their loans and the value of the real property securing such loans. Commercial real estateCRE mortgage loans, which comprise a significant portion of our loan portfolio, generally involve a greater degree of credit risk than residential real estate mortgage loans because they typically have larger balances and are more affected by adverse conditions in the economy. Because payments on loans secured by commercial real estateCRE often depend upon the successful operation and management of the properties and the businesses which operate from within them, repayment of such loans may be affected by factors outside the borrower’s control, such as adverse conditions in the real estate market or the economy or changes in government regulations. Following the COVID-19 pandemic there has been an evolution of various remote work options which may continue to impact the short-term performance and could impact the long-term performance of some types of office properties within our commercial real estateCRE portfolio. Accordingly, the federal banking regulatory agencies have expressed concerns about weaknesses in the current commercial real estateCRE market. Our ability to recover on defaulted loans would then be diminished, and we would be more likely to suffer losses on defaulted loans, any or all of which would have an adverse impact, which could be material, on our business, financial condition, results of operations, and prospects.

Further, our profitability is dependent to a large extent upon net interest income, which is the difference (or “spread”) between the interest earned on loans, securities and other interest-earning assets and the interest paid on deposits, borrowings, and other interest-bearing liabilities. Because of the differences in maturities and repricing characteristics of our interest-earning assets and interest-bearing liabilities, changes in interest rates do not produce equivalent changes in interest income earned on interest-earning assets and interest paid on interest-bearing liabilities. Accordingly, fluctuations in interest rates could adversely affect our interest rate spread, and, in turn, our profitability. Although the Federal Reserve began decreasingdecreased the federal funds target rate duringthroughout 20242025 and short-termmay interestfurther ratesdecrease arethe expectedtarget torate continuethrough decreasing during 2025,2026, interest rates may increase to combat renewed inflation or otherwise. Lower rates could reduce our interest income and adversely affect our business forecasts. Alternatively, increases in interest rates may result in a change in the mix of non-interest and interest-bearing deposit accounts, and may have otherwise unpredictable effects. For example, increases in interest rates may result in increases in the number of delinquencies, bankruptcies or defaults by clients and more non-performing assets and net charge-offs, decreases in customer deposit levels, decreases to the demand for interest rate-based products and services, including loans, and changes to the level of off-balance sheet market-based investments preferred by our clients, each of which may reduce our interest rate spread. We are unable to predict changes in interest rates, which are affected by factors beyond our control, including inflation, deflation, recession, unemployment, money supply, and other changes in financial markets.

Rate fluctuations are unpredictable and can adversely impact our ability to maintain consistently low costlow-cost funding.

Financial holding companies are allowed to engage in certain financial activities in which a bank holding company is not otherwise permitted to engage. However, to maintain financial holding company status, a bank holding company (and all of its depository institution subsidiaries) must be “well capitalizedwell-capitalized” and “well managed.well-managed.” If a bank holding company ceases to meet these capital and management requirements, there are many penalties it would be faced with, including the FRB may impose limitations or conditions on the conduct of its activities, and it may not undertake any of the broader financial activities permissible for financial holding companies or acquire a company engaged in such financial activities without prior approval of the FRB. If a company does not return to compliance within 180 days, which period may be extended, the FRB may require divestiture of that company’s depository institutions. To the extent we do not meet the requirements to be a financial holding company in the future, there could be a material adverse effect on our business, financial condition, and results of operations.

In recent years, supply chain constraints, robust demanddemand, and labor shortages have led to persistent inflationary pressures throughout the economy. The possible economic policies of the new U.S. presidential administration, including those already imposed and additional tariffs that may be imposed or increased tariffs on U.S. trading partners, may also lead to continued or renewed inflationary pressures. Volatility and uncertainty related to inflation and the effects of inflation, which may lead to increased costs for businesses and consumers and potentially contribute to poor business and economic conditions generally, may also enhance or contribute to some of the risks discussed herein. For example, higher inflation, or volatility and uncertainty related to inflation, could reduce demand for our products, adversely affect the creditworthiness of our borrowers, result in lower values for our investment securities and other interest-earning assets, and increase expense related to talent acquisition and retention.

Commercial banking is a highly competitive business. We compete with other commercial banks, savings and loan associations, credit unions and finance, insuranceinsurance, and other non-depository companies operating in our market areas. We also experience competition, especially for deposits, from Internet-based banking institutions,institutions and financial technology companies, which have grown rapidly in recent years. We may also experience increased competition for deposits from stablecoin issuers and commercial banks that issue or hold stablecoins, as stablecoins have received increasing acceptance by regulators and market participants. We are subject to substantial competition for loans and deposits from other financial institutions. Some of our competitors are not subject to the same degree of regulation and restriction as we are and/or have greater financial resources than we do. Some of our competitors may have liquidity issues, which could impact the pricing of deposits, loans, and other financial products in our markets. Our inability to effectively compete in our market areas could have a material adverse impact on our business, financial condition, results of operations, and prospects.

Concerns over the long-term impacts of climate change have led and will continue to lead to governmental efforts around the world to mitigate those impacts. Consumers and businesses are also changing their behavior and business preferences as a result of these concerns. New governmental regulations or guidance relating to climate change, as well as changes in consumers’ and businesses’ behaviors and business preferences, may affect whether and on what terms and conditions we will engage in certain activities or offer certain products or services. The governmental and supervisory focus on climate change could also result in our becoming subject to new or heightened regulatory requirements relating to climate change, such as requirements relating to operational resiliency or stress testing for various climate stress scenarios. Any such new or heightened requirements could result in increased regulatory, compliance or other costs or higher capital requirements. In connection with the potential transition to a low carbon economy, legislative or public policy changes and changes in consumer sentiment could negatively impact the businesses and financial condition of our clients, which may decrease revenues from those clients and increase the credit risk associated with loans and other credit exposures to those clients. Our business, reputation, and ability to attract and retain employees may also be harmed if our response to climate change is perceived to be ineffective or insufficient. In addition, due to divergent stakeholder views regarding climate change, we are at increased risk that any actual or perceived action, or lack thereof, by us in connection with the potential transition to a less carbon-dependent economy will be perceived negatively by some stakeholders and adversely affect our business and reputation.

A major catastrophe, such as an earthquake, tsunami, flood, fire, or other natural disaster, including those caused or exacerbated by climate change, public health issues such as the COVID-19 or other pandemics, or other events beyond our control, could result in a prolonged interruption of our business. For example, our headquarters is located in Tacoma, Washington and we have operations throughout the western United States, a geographical region that has been or may be affected by earthquakes, wildfires, tsunamis, and flooding activity. Because we primarily serve individuals and businesses in our eight-state footprint, a natural disaster likely would have a greater impact on our business, operations, and financial condition than if our business were more geographically diverse throughout the United States. The occurrence of any of these natural disasters could negatively impact our performance by disrupting our operations or the operations of our customers, which could have a material adverse effect on our financial condition, results of operations, and cash flows.

•Non-performing assets increasedwere $200 million, or 0.30% of total assets, as of December 31, 2025, compared to $169.6$170 million, or 0.33% of total assets, as of December 31, 2024,2024. comparedNon-performing toloans $113.9were $198 million, or 0.22%0.41% of total assets,loans and leases, as of December 31, 2023.2025, Non-performingcompared loansto were $166.9$167 million, or 0.44% of total loans and leases, as of December 31, 2024, compared to $112.9 million, or 0.30% of total loans and leases, as of December 31, 2023.2024. As of December 31, 2024,2025, non-performing loans included $73.6$79 million in government guarantees. The riseincreases in non-performing assets wasand mainlyloans dueprimarily toreflect migrationassets inacquired our SBA portfolio, an owner-occupied commercial real estate property, andthrough the endPacific ofPremier certain COVID-related designations in the residential mortgage portfolio.acquisition.

•The Company had a provisionProvision for credit losses ofwas $105.9$150 million for the year ended December 31, 2024,2025, compared to a provision for credit losses of $213.2$106 million in the prior year. The decreaseincrease in the provision expense for the year ended December 31, 2024 as compared to the prior year was due to the prior year includingincludes an $88.4 million initial provision of $70 million for historical Columbiaacquired non-PCD loans relatedand tounfunded thecommitments, Merger. This initial provision, as well asand changes in the economic assumptionsforecasts used in credit models and a recalibration of the commercialACL CECL model in the first quarter of 2024, contributed to the change when compared to the same period in the current year.methodology. As a percentage of average outstanding loans and leases, the provision for credit losses for the year ended December 31, 20242025 was 0.28%,0.36%, as compared to 0.60%0.28% for the prior year.

•Total cash and cash equivalents were $1.9$2.4 billion as of December 31, 2024,2025, aan decreaseincrease of $284.3$502 million from December 31, 2023.2024. The increase was primarily driven by the acquisition of Pacific Premier, which contributed $874 million in cash. The Company manages its cash position as part of management's strategy to maintain a high-quality liquid asset position to support balance sheet flexibility, fund growth in lending and investment portfolios, and deleverage the balance sheet by decreasing debt and non-depositnon-relationship deposit liabilities as economic conditions permit.

•Including secured off-balance sheet lines of credit, total available liquidity was $18.0$27.9 billion as of December 31, 2024,2025, representing 35%42% of total assets, 43%51% of total deposits, and 128%141% of estimated uninsured deposits.

•The Company's total risk-based capital ratio was 12.8%13.6% and its CET1 risk-based capital ratio was 10.5%11.8% as of December 31, 2024,2025, as compared to 11.9%12.8% and 9.6%,10.5%, respectively, as of December 31, 2023.2024. In November 2025, the Company increased its quarterly dividend to $0.37 per common share, compared to $0.36 per common share previously.

•The Company paid cash dividends of $1.44$1.45 per common share during the year ended December 31, 2025, as compared to $1.44 in 2024.

Management believes the ACL and goodwillbusiness combination estimates are important to the portrayal of the Company's financial condition and results of operations and requires difficult, subjective, or complex judgments and, therefore, management considers them to be critical accounting estimates.

Columbia's financial results for any periods ended prior to FebruaryAugust 28,31, 2023,2025, the Mergeracquisition Date,date for Pacific Premier, reflect UHCColumbia's results only on a standalone basis. Accordingly, Columbia's reported financial results for the first quartereight months of 20232025 reflect only UHCColumbia's financial results through the closing of the Merger.acquisition. In addition, Columbia’s financial results for any periods ended prior to February 28, 2023, the closing date of the Company’s merger with UHC, reflect UHC’s results only on a standalone basis. Accordingly, Columbia’s reported financial results for the first two months of 2023 reflect only UHC’s financial results through the closing of the Company’s merger with UHC. As a result of these two factors, Columbia's financial results for the yearyears ended December 31, 2025 and December 31, 2023, may not be directly comparable to prior or future reported periods.

The net interest margin (net interest income as a percentage of average interest-earning assets) on a fully tax equivalent basis was 3.57%3.83% for 2024,2025, as compared to 3.91%3.57% for 2023,2024, aan decreaseincrease of 3426 basis points. ThisThe decreaseincrease for the year ended December 31, 20242025 compared to the prior year was due to highera reduction in the cost of interest-bearing liabilities, partially offset by lower yields on average loans and leases and cash. A favorable balance sheet mix shift to lower-cost customer deposits from higher-cost wholesale funding costssources thatbetween reflectperiods depositcontributed repricingpositively andto anet shiftinterest in product mix.margin.

The yieldaverage yields on loans and leases for 20242025 and 20232024 waswere 6.15%5.95% and 5.95%,6.15%, respectively, ana increasedecrease of 20 basis points, primarily attributable to the higherlower interest rate environment during most of 2024.2025, partially offset by the increase in average loans and leases related to the Pacific Premier acquisition as these balances were recorded at fair value as of August 31, 2025. The cost of interest-bearing liabilities was 2.61% for the year ended December 31, 2025, compared to 3.21% for the year ended December 31, 2024,2024. The 60-basis point decrease was due primarily to reductions in the federal funds rate as compared to 2.56% for the yearprior endedperiod December 31, 2023. This increase of 65 basis points reflectsand a mixfavorable of higher-cost interest-bearing demand, money market, and time deposits and higher interest rates not offset by a reductionshift in borrowingColumbia's andfunding borrowing rates.mix. Our net interest income is affected by changes in the amount and mix of interest-earning assets and interest-bearing liabilities, as well as changes in the yields earned on interest-earning assets and rates paid on deposits and borrowed funds.

The Company had a $105.9$150 million provision for credit losses for 2024,2025, as compared to a $213.2$106 million provision for credit losses for 2023.2024. The changeincrease was primarily driven by the $88.4$70 million initial provision for historicalcredit Columbialosses attributed to the acquired non-PCD loans thatand unfunded commitments. The increase was recordedoffset inby theloan firstportfolio quarter of 2023, in addition torunoff, credit migration trends, charge-off activity, and changes in the economic forecasts used in credit models. Additionally, during the first quarter of 2024, we recalibrated the commercial CECL model to be more reflective of the post-Merger loan portfolio after a full year operating as a combined organization. We believe the recalibrated model is more reflective of the quality of our underwriting and borrower profiles. As a percentage of average outstanding loans and leases, the provision for credit losses recorded for 20242025 was 0.28%,0.36%, as compared to 0.60%0.28% for the prior period.

Net charge-offs were $129.2$111 million for 2024,2025, or 0.34%0.27% of average loans and leases, compared to net charge-offs of $96.7$129 million, or 0.27%0.34% of average loans and leases, for 2023.2024. Net charge-offs in the FinPac portfolio were $87.6$61 million for the year ended December 31, 2024,2025, as compared to $87.3$88 million for the year ended December 31, 2023.2024. Net charge-offs for the Bank were $41.6$50 million and $9.4$41 million for the years ended December 31, 20242025 and 2023,2024, respectively. Net charge-offs for the Bank in 2024 reflect the transition to a more typical credit environment after a period of exceptional quality and a charge-off in the first quarter of 2024 centered in a single commercial credit.

•uncertainty in U.S. fiscal and monetary policy, including the interest rate policies of the Federal Reserve or the effects of any declines in housing and CRE prices, high or increasing unemployment rates, renewed or sustained inflation, or any recession or slowdown in economic growth particularly in the western United States;

•risks related to the acquisition of Pacific Premier including, among others, cost savings and any revenue or expense synergies from the acquisition may not be fully realized or may take longer than anticipated to be realizedrealized, and the risk that deposit attrition may result from the transaction;

•our ability to achieve the efficiencies and enhanced financial and operating performance we expect to realize from investments in personnel, acquisitions, infrastructure, and infrastructuretechnology;

•the possibility that the anticipated benefits from ongoing initiatives to improve operational performance and efficiency are not realized in the amounts or when expected if at all;

•Net interest margin, on a tax-equivalent basis, was 3.93% for the three months ended June 30, 2026, as compared to 3.96% for the three months ended March 31, 2026,2026. asThe compared3 tobasis 4.06%point fordecrease was driven primarily by interest income reversals recorded during the three months ended DecemberJune 31,30, 2025.2026. TheOtherwise, declinenet primarilyinterest reflectsincome thewas absencerelatively ofconsistent thebetween $12periods millionas ofa time-depositlower premium amortization associated with the Pacific Premier acquisition that benefited the prior quarter. Lower yieldsyield on loanstaxable andsecurities cash following reductions to the federal funds rate during the fourth quarter of 2025 werewas offset by lower deposit costs related to the rate reductions and continued improvement in the Company's funding mix, including a lower proportion of higher-cost brokered deposits. The average cost of interest-bearing deposits declined by 48 basis points to 2.04%,1.96%, reflecting proactive deposit pricing actions and a favorable change in deposit mix. Overall,while the cost of interest-bearing liabilities declined 3 basis points to 2.24%,2.21%. aThe 3-basis-pointdecline decrease fromin the prioryield quarter.on taxable securities between periods was driven by changes in prepayment speed expectations.

•Non-interest income was $88 million for the three months ended June 30, 2026, as compared to $83 million for the three months ended March 31, 2026,2026. asInterest comparedrate tomovements $90resulted in a net fair value loss of $3 million forrelated the three months ended December 31, 2025. Quarterly changes into fair value adjustments and MSRmortgage servicing rights hedging activity,activity drivenduring bythe interest-ratesecond movements,quarter resultedof in2026, as compared to a net fair-valuefair value gain of $2 million during the quarter,first unchangedquarter fromof 2026. Excluding these impacts, the prior quarter. The remaining changeincrease in non-interest income primarily reflects lowerhigher swap,customer fee income, including service charges on deposits, card-based fees, and other income. Other income also benefited from $3 million of BOLI death benefit proceeds from a single policy, while trading, international banking, syndication, and international bankingswap-related revenue followingincreased strongerfrom the seasonally lower levels oftypically customerexperienced activity induring the priorfirst quarter.

•Non-interest expense was $394$375 million for the three months ended MarchJune 31,30, 2026, representing a decrease of $18$19 million as compared to the three months ended DecemberMarch 31, 2025.2026. The decrease was primarily due to a $15 million reduction in merger and restructuring expenses,expense following the systems conversion completed during the first quarter, as well as the continued realization of acquisition-related cost savings associated with the Pacific Premier acquisition.

•Earnings per diluted common share was $0.66$1.38 for the threesix months ended MarchJune 31,30, 2026, as compared to $0.41$1.14 for the threesix months ended MarchJune 31,30, 2025. The increase primarily reflects higher net income driven by the acquisition of Pacific Premier and continued improvementsbalance sheet optimization, including the replacement of lower-yielding transactional loans with relationship-based commercial loans and a reduced reliance on higher-cost wholesale funding sources, as well as growth in ourrecurring balancefee sheet'sincome mixstreams. ofThese assetsbenefits and liabilities,were partially offset by an increase in weighted-average diluted common shares outstanding following the issuance of shares in connection with the Pacific Premier acquisition.

•Net interest margin, on a tax-equivalent basis, was 3.96%3.94% for the threesix months ended MarchJune 31,30, 2026, as compared to 3.60%3.67% for the threesix months ended MarchJune 31,30, 2025. The increase was primarily drivenattributable byto lower funding costs and benefitsa offavorable balance sheet optimization, including amix shift toward lower-cost customer deposits and reducedaway reliancefrom on high-costhigher-cost wholesale funding sources.sources, including borrowings and brokered deposits. These improvementsbenefits were partially offset by lower earning-asset yields,yields givenresulting reductions tofrom the federal fundslower rate during 2025.environment.

•Non-interest income was $83$171 million for the threesix months ended MarchJune 31,30, 2026, as compared to $66$131 million for the threesix months ended MarchJune 31,30, 2025. The increase was primarily driven by higher financial services and trust revenue reflecting the combined operations following the acquisition of Pacific Premier, including the addition of Pacific Premier's custodial trust business, as well as growth in customer-related fee income. ChangesThese inincreases were partially offset by unfavorable fair value adjustments and hedgeshedging resultedactivity, resulting in a net fair value loss of $1 million for the six months ended June 30, 2026, as compared to a net fair value gain of $2 million related mainly to loans held for investment at fair value and MSR fair value and hedge changes for the three months ended March 31, 2026, compared to a net gain of $10$9 million for the prior-year period.

•Non-interest expense was $394$769 million for the threesix months ended MarchJune 31,30, 2026, as compared to $340$618 million for the threesix months ended MarchJune 31,30, 2025. The increase was primarily driven byreflects the combined operations following the Pacific Premier acquisition, including a $10 million increase in merger and restructuring expense to $24 million, as well as higher salaries and employee benefits and increasedbenefits, occupancy and software costs.costs, intangible amortization, and merger and restructuring expense. The firstprior-year quarter of 2025period included a $55 million legal settlement,settlement whichthat favorablydid impactednot comparability.occur in 2026.

•Total loans and leases were $47.7$47.2 billion as of MarchJune 31,30, 2026, a decrease of $79$610 million as compared to December 31, 2025. The decrease primarily reflects ongoing balance sheet optimization efforts, including continued runoff inof below-market-rate transactional loans, partially offset by growth in relationship-based commercial loans, consistent with the Company's balance sheet optimization strategy.lending.

•Total deposits were $53.5$52.1 billion as of MarchJune 31,30, 2026, a decrease of $722$2.2 millionbillion as compared to December 31, 2025. The decrease wasprimarily largelyreflects attributablea to an intentionaldeliberate reduction ofin brokered deposits toas reducepart relianceof onthe higher-costCompany's funding sources,optimization partiallystrategy, offsetwhich bytargets athe modestreplacement increaseof wholesale funding sources with relationship-based customer deposits over time. Seasonal tax payments in customerthe depositearly balances.part of the second quarter also reduced deposits between periods.

•Total consolidated assets were $66.0$65.4 billion as of MarchJune 31,30, 2026, as compared to $66.8 billion as of December 31, 2025. The decrease primarily reflects the continued execution of the Company's balance sheet optimization activity,strategy, including lower cash and transactional real estate loan balances and a reduction in excesswholesale cash balances as we fine-tuned our liquidity management strategy.funding.

•Non-performing assets were $264$273 million, or 0.40%0.42% of total assets, as of MarchJune 31,30, 2026, as compared to $200 million, or 0.30% of total assets, as of December 31, 2025. Non-performing loans and leases were $261$268 million, or 0.55%0.57% of total loans and leases, as of MarchJune 31,30, 2026, compared to $198 million, or 0.41% of total loans and leases, as of December 31, 2025. As of MarchJune 31,30, 2026, non-performing loans included $88$78 million in government guaranteed balances. The increases in non-performing assets and loans primarily reflectsreflect adverse performance in a single agricultural industry relationship and isare not indicative of broader portfolio deterioration.

•The ACL was $478$475 million as of MarchJune 31,30, 2026, a decrease of $7$10 million from December 31, 2025. The change reflects the combined effect of lower loan portfolio balances, updated economic forecastsassumptions, incorporatedportfolio intoactivity and credit migration, and changes to the Company's creditACL lossestimation models,methodology asand wellqualitative asadjustments. portfolioFor activityadditional duringinformation theregarding period.this change in estimate, see Note 5 – Allowance for Credit Losses.

•Provision for credit losses was $27 million and $55 million for the three and six months ended June 30, 2026, as compared to $28 million for the three months ended March 31, 2026,2026 asand compared to $23$57 million for the threesix months ended DecemberJune 31, 2025 and $27 million for the three months ended March 31,30, 2025. The provision reflects changes in economicvariables forecaststhat usedinfluence changes in the ACL methodology.between periods, as mentioned above.

•Total cash and cash equivalents were $2.1$1.8 billion as of MarchJune 31,30, 2026, a decrease of $281$611 million from December 31, 2025. The decline primarily reflects a reduction in interest-bearing cash balances as the Company optimized on balance sheetbalance-sheet liquidity levels during the quarter,six months ended June 30, 2026, consistent with improved liquidity risk metrics compared to the prior year. The Company manages its cash position with a comprehensive liquidity framework designed to maintain a high-quality liquid asset base, fund lending and investment activity, and reduce debt and other non-deposit liabilities when market conditions are favorable.

•Including secured off-balance sheet lines of credit, total available liquidity was $27.1$25.6 billion as of MarchJune 31,30, 2026, representing 41%39% of total assets, 51%49% of total deposits, and 129%125% of estimated uninsured deposits.

•The Company's total risk-based capital ratio was 13.4%13.5% and its common equity tier 1 ("CET1") capital ratio was 11.6%11.7% as of MarchJune 31,30, 2026. As of December 31, 2025, the Company's total risk-based capital ratio was 13.6% and its CET1 capital ratio was 11.8%. The modest decline in regulatory capital ratios primarily reflects capital actions during the quarter,six months ended June 30, 2026, including common share repurchases, while remaining well in excess of regulatory well-capitalized standards.

•Columbia declared a quarterly cash dividend of $0.37 per common share, which was paid to shareholders on MarchJune 16,15, 2026.

•On October 29, 2025, Columbia's Board of Directors authorized the repurchase of up to $700 million of the Company's common stock under a new repurchase plan,program, which is scheduled to expire on November 30, 2026. DuringUnder this program, during the three and six months ended MarchJune 31,30, 2026, the Company repurchased 6.56.6 million and 13.1 million shares of common stockstock, respectively, for $200$199 million.million and $398 million, respectively. The timing and amount of common share repurchases remain subject to senior management discretion and subject to various factors, including, without limitation, Columbia’s capital position, financial performance, market conditions, and regulatory considerations. As of MarchJune 31,30, 2026, $400$202 million remained available under the company's existing repurchase authorization.

Our critical accounting estimates are described in detail in the Critical Accounting Estimates section of our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 26, 2026. The consolidated financial statements are prepared in conformity with GAAP and follow general practices within the financial services industry in which the Company operates. This preparation requires management to make estimates, assumptions, and judgments that affect the amounts reported in the financial statements and accompanying notes. These estimates, assumptions, and judgments are based on information available as of the date of the financial statements; accordingly, as this information changes, actual results could differ from the estimates, assumptions, and judgments reflected in the financial statements. Certain estimates inherently have a greater reliance on the use of assumptions and judgments and, as such, have a greater possibility of producing results that could be materially different than originally reported. Management believes that the estimate for the ACL and business combinations are important to the portrayal of the Company's financial condition and results of operations and require difficult, subjective, or complex judgments. There have been no material changes in the methodology of these estimates during the threesix months ended MarchJune 31,30, 2026.

Columbia's financial results for periods ended prior to August 31, 2025, the acquisition date forof Pacific Premier, reflect Columbia's results only on a standalone basis. Accordingly, Columbia's reported financial results for the first eight months of 2025 include only Columbia's financial results through the closing of the acquisition. As a result, Columbia's financial results for the threesix months ended MarchJune 31,30, 2026, may not be directly comparable to results reported for periods prior to the acquisition or to future periods that fully reflect the combined operations.

For the threesix months ended MarchJune 31,30, 2026, the Company hadreported net income of $192$400 million, compared to $87$239 million for the same period in the prior year.2025. The increase primarily reflects increases inhigher net interest income and non-interest income of $169$312 million and $17$40 million, respectively,respectively. drivenThese byincreases largely reflect the acquisitionimpact of the Pacific Premier,Premier acquisition, which did not contribute to the Company's results induring the comparable prior-year period, andas well as our successcontinued replacingbalance sheet optimization efforts, including the replacement of transactional loans and wholesale funding sources with relationship-centricrelationship-based businesscommercial thatlending contributesand to loans,customer deposits, andas well as growth in recurring fee income streams, improvingwhich ourimproved profitability. These increases were partially offset by higher non-interest expense of $54$151 million and income tax expense of $26$42 million. The increase in FHLB advances was driven by a shift in the Bank's funding mix during 2026, as FHLB advance rates were more favorable than alternative wholesale funding sources, including brokered deposits. The increase in non-interest expense reflects increased salaries and employee benefits, occupancy, deposit costs, and higher merger and restructuring expense, as well as increased salaries and employee benefits and occupancy and software costsexpense associated with the Pacific Premier acquisition, partially offset by a $55 million accrual for a legal settlement recordedrecognized in the prior-year period,period whichthat did not repeat.recur. The increase in income tax expense primarily reflects higher pre-tax income resulting from the acquisition.

Net interest income for the three months ended MarchJune 31,30, 2026 was $594$589 million, a decrease of $33$5 million compared to the three months ended DecemberMarch 31, 2025. The decrease was2026, primarily driven by a $42$6 million decrease in interest income,income reflectingdue to $4 million of interest income reversals as well as lower average interest-earning asset balances and lower yields on loans and cash following reductions in the federal funds rate during the fourth quarter of 2025. These impacts were partially offset by favorable asset mix, including a higher proportion of higher-yielding loans and investmenttaxable securities. The decrease in interest income was partially offset by a $9$1 million decrease in interest expense, reflecting ourlower activerates managementpaid on interest-bearing deposits and changes in funding composition, including lower balances of deposithigher-cost ratesbrokered ahead of and following reductions to the federal funds rate. Our actions weredeposits, partially offset by thehigher absenceaverage ofborrowings the prior quarter's $12 million amortization of a premium related to Pacific Premier's time deposits, which concluded on December 31, 2025 and provided a benefit to interest expense during the fourth quarter of 2025, as well as $5 million in interest income related to an accelerated loan repayment in the three months ended December 31, 2025, that did not recur in the current quarter.balances.

The cost of interest-bearing deposits for the three months ended MarchJune 31,30, 2026 was 2.04%,1.96%, a decrease of 48 basis points compared to the three months ended DecemberMarch 31, 2025.2026, Thereflecting decrease reflects proactive management oflower deposit rates surrounding the Federal Reserve's Octoberpricing and Decemberreduced ratebalances cuts, as well as a favorable change in deposit mix, including a reduction inof higher-cost brokered deposits. The prior quarter's cost of interest‑bearing deposits benefited from $12 million of amortization of premiums on Pacific Premier's time deposits, which concluded on December 31, 2025 and provided a 12-basis point benefit to the cost of interest-bearing deposits during the fourth quarter of 2025. The cost of interest-bearing liabilities for the three months ended MarchJune 31,30, 2026 was 2.24%,2.21%, a decrease of 3 basis points compared to the three months ended DecemberMarch 31, 2025.2026. The decrease reflects the same underlying drivers as interest-bearing deposits, partially offset by higher average borrowings for the three months ended March 31, 2026 relative to prior quarter, as balances increased late in December, due to an expected decline in customer deposit balances, given typical behavior related to year-end spending and business distributions.borrowings.

Net interest income for the threesix months ended MarchJune 31,30, 2026 was $594$1.2 million,billion, an increase of $169$312 million compared to the threesix months ended MarchJune 31,30, 2025. The increase was primarily driven by an increaseadditional $308 million of $168 million in interest income,income reflectingresulting from higher average balances of loans and leases balancesand followinginvestment securities acquired in the acquisition of Pacific Premier,Premier withacquisition, acquiredas well as Columbia's balance sheet optimization activity. Acquired balances were recorded at fair value as of August 31, 2025.

Net interest margin, calculated on a fully tax-equivalent basis, was 3.96%3.94% for the threesix months ended MarchJune 31,30, 2026, as compared to 3.60%3.67% for the threesix months ended MarchJune 31,30, 2025. The increase was primarily attributable to lower funding costs and a favorable balance sheet mix shift toward lower-cost customer deposits and away from higher-cost wholesale funding sources, which include borrowings and brokered deposits. The cost of interest-bearing liabilities was 2.24%2.23% for the threesix months ended MarchJune 31,30, 2026, compared to 2.80%2.79% for the threesix months ended MarchJune 31,30, 2025, a decrease of 56 basis points. The decrease was driven primarily by reductions in the federal funds rate and arate, continued optimization of the Company's funding mix.mix, and lower balances of higher-cost funding sources. These benefits were partially offset by slightly lower earning-asset yields. The yield on earning assets was 5.44%5.42% for the threesix months ended MarchJune 31,30, 2026, compared to 5.49%5.56% for the threesix months ended MarchJune 31,30, 2025, a decrease of 514 basis points. The yield on loans and leases was 5.78% for the threesix months ended MarchJune 31,30, 2026, as compared to 5.92%5.96% for the threesix months ended MarchJune 31,30, 2025, a decrease of 1418 basis points, reflecting the declining rate environment during 2025, partially offset by higherthe averagereplacement of lower-yielding transactional loans andwith leasesrelationship-based balancescommercial related to the Pacific Premier acquisition.loans. An increase in the yield on investment securities reflectedreflects higher-yielding new purchases, including acquired securities recorded at fair value in connection with the Pacific Premier acquisition, replacing principal paydowns from lower-yielding securities, partially offsetting the decrease in the yield on loans and leases.

During 2025, the Federal Reserve reduced the target range for the federal funds rate by an aggregate of 0.75% through a series of 0.25% reductions primarily implemented in the fourth quarter. The target range remained unchanged during the first quartersix months of 2026. As of MarchJune 31,30, 2026, the balance sheet remains modestly liability sensitive. Management expects customer deposit balance trendstrends, replacement of wholesale funding sources with relationship-based deposits, and continued optimization of the funding mix to be key drivers of net interest margin performance,performance as the Company continues to target a lower reliance on wholesalebrokered fundingdeposits sources, includingand FHLB advances and brokered deposits.advances.

The Company had a $28$27 million provision for credit losses for the three months ended MarchJune 31,30, 2026, as compared to $27a $28 million provision for the three months ended March 31, 2025.2026. The increaseprovision reflectsremained relatively stable quarter over quarter, reflecting the combined effect of lower loan portfolio runoff, credit migration trends, andbalances, updated economic forecastsassumptions, incorporatedportfolio intoactivity and credit migration, and changes to the Company's creditACL lossestimation models.methodology and qualitative adjustments. As an annualized percentage of average outstanding loans and leases, the provision for credit losses recorded for the three months ended MarchJune 31,30, 2026 was 0.24%,0.23%, as compared to 0.29%0.24% for the three months ended March 31, 2025.2026.

For the three months ended June 30, 2026 and March 31, 2026, net charge-offs were $30 million and $35 million, as compared to $30 million for the three months ended March 31, 2025.respectively. As an annualized percentage of average outstanding loans and leases, net charge-offs for the three months ended MarchJune 31,30, 2026 were 0.30%,0.25%, as compared to 0.32%0.30% for the three months ended March 31, 2025.2026. Net charge-offs inwithin the FinPac portfolio were $14$15 million for the three months ended MarchJune 31,30, 2026, as compared to $17$14 million for the three months ended March 31, 2025,2026. which is reflective of continued improvement ofExcluding the leaseFinPac portfolio.portfolio, Netnet charge-offs for the Bank were $15 million, as compared to $21 million and $13 million for the threeprior monthsquarter, endedreflecting Marchimproved 31,charge-off 2026performance andacross 2025,the respectively.remainder of the loan portfolio.

Customer fee income decreasedincreased during the three months ended MarchJune 31,30, 2026, reflecting lowerhigher service charges on deposits,deposits and card-based fees,fees. andOther otherincome income.also The decrease was primarilyincreased, driven in part by particularly$3 strongmillion performanceof inBOLI swap,death syndication,benefit andproceeds internationalfrom bankinga revenuesingle policy. Customer activity increased during the threesecond monthsquarter endedacross Decemberseveral 31,fee-based 2025,businesses ascompared well as an expected seasonal slowdown in customer activity that is typical forto the seasonally slower first quarter, partially attributable to two fewer days in the period.quarter.

Residential mortgage banking revenue increaseddecreased during the three months ended MarchJune 31,30, 2026. The increasedecrease was primarily driven by a $6 millionlower gain on the fair value of the MSR asset related to changes in valuation inputs and assumptions, with a $1 million gain recognized during the three months ended June 30, 2026, compared to a lossgain of $1$6 million for the three months ended DecemberMarch 31, 2025.2026.

Financial services and trust revenue increased during the threesix months ended MarchJune 31,30, 2026, as compared to the threesix months ended MarchJune 31,30, 2025. The increase reflects the combined operations following the acquisition of Pacific Premier, which contributed to higher transaction volumes and an expanded client base. In addition, the Pacific Premier acquisition significantly expanded the Company's wealth management platform through the addition of Pacific Premier's custodial trust business, resulting in a 200%173% increase in financial services and trust revenue compared to the prior-year period.

Gain (loss) on certain loans held for investment, at fair value, resulted in a loss of $2$3 million for the threesix months ended MarchJune 31,30, 2026, compared to a gain of $7 million for the threesix months ended MarchJune 31,30, 2025. The variance was primarily driven by changes in market interest rates and related fair value adjustments between periods.

Other income increased during the threesix months ended MarchJune 31,30, 2026, as compared to the threesix months ended MarchJune 31,30, 2025, primarily due to favorable$3 changesmillion inof BOLI death benefit proceeds from a single policy, as well as increased miscellaneous income, swap related income, loan related fees, and a reduction in swap derivative loss, higher miscellaneous income, and increased loan related fees, resulting in a net increase of $7$13 million between periods.

Merger and restructuring expense decreased during the three months ended MarchJune 31,30, 2026, as compared to the three months ended DecemberMarch 31, 2025,2026, reflecting lower charitablepersonnel-related contributions,costs, legal and professional fees, and personnel-relatedoccupancy costs.and benefit expense, as integration activities associated with the Pacific Premier acquisition continued to wind down.

During the threesix months ended MarchJune 31,30, 2026, the Company completed the Pacific Premier systems conversion and consolidated nine branches relatedas topart of the acquisitionintegration of Pacific Premier.process. Integration activities arecontinued ongoing, andthroughout the Companyperiod, continues to expect to realizeand all previously disclosed acquisition-related cost synergies,savings whichwere managementrealized anticipatesas willof reduceJune overall30, 2026. These cost savings contributed to lower underlying non-interest expense levelsand byare Juneexpected 30,to 2026,benefit withfuture theoperating full impact reflected beginning in the third quarter of 2026.results.

Salaries and employee benefits increased during the threesix months ended MarchJune 31,30, 2026, as compared to the threesix months ended MarchJune 31,30, 2025, primarily reflectingdue expensesto associatedthe withaddition aof largerPacific employeePremier baseemployees following the acquisition of Pacific Premier.acquisition.

Occupancy and equipment, net increased during the threesix months ended MarchJune 31,30, 2026, as compared to the threesix months ended MarchJune 31,30, 2025, primarily due to anthe expanded branch footprintnetwork and higheradditional technology and software costs resulting from the acquisition of Pacific Premier.

Deposit costs increased during the threesix months ended MarchJune 31,30, 2026, as compared to the threesix months ended MarchJune 31,30, 2025, primarily driven by higher HOA-related fees followingassociated with the expansiongrowth ofin the Company's HOA banking business as part of the acquisition of Pacific Premier.

Intangible amortization increased during the threesix months ended MarchJune 31,30, 2026, as compared to the threesix months ended MarchJune 31,30, 2025, reflecting the ongoing amortization of the core deposit intangibles recognized in connection with the acquisition of Pacific Premier. Refer to Note 6 – Goodwill and Other Intangible Assets for additional information regarding expected amortization expense.

Merger and restructuring expense increased during the threesix months ended MarchJune 31,30, 2026, as compared to the threesix months ended MarchJune 31,30, 2025, primarily due to costs associatedincurred in connection with the acquisition of Pacific Premier.Premier acquisition. These costs includedconsisted primarily of severance and retention payments, professional service fees, systems conversion and integration activities, contract termination costs, facilitybranch consolidation,consolidation activities, and other one-timeacquisition-related chargesexpenses necessaryincurred to combineintegrate operations and alignrealize theacquisition merged organization.synergies.