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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) May 20, 2026

SIERRA BANCORP

(Exact name of registrant as specified in its charter)

California

000-33063

33-0937517

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

86 North Main Street, Porterville, CA 93257

(Address of principal executive offices)

(Zip code)

(559) 782-4900

(Registrant’s telephone number including area code)

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, no par value

BSRR

NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 5.07submission of matters to a vote of security holders

The Company’s annual meeting of shareholders was held on May 20, 2026, at which time shareholders voted in favor of item 1, election of directors, item 2, ratification of appointment of Forvis Mazars, LLP, and item 3, advisory vote on executive compensation. Proxies were solicited by the Company’s management pursuant to Section 14 of the Securities Exchange Act of 1934, and regulations thereunder.

A total of 10,827,307 shares were represented and voting at the meeting, constituting 82.69% of the 13,093,184 issued and outstanding shares entitled to vote at the meeting. There was no solicitation in opposition to Management’s nominees for directorship as listed in the proxy statement, and all of such nominees were elected pursuant to the vote of shareholders. The vote on the election of the five nominees to serve as Class I directors for two-year terms was as follows:

1

For

Percent Votes Cast “For”

Against and Withheld

James C. Holly

7,825,660

94.69%

438,631

Kevin J. McPhaill

7,988,990

96.66%

275,301

Susan M. Abundis

7,966,094

96.39%

298,197

Morris A. Tharp

7,800,052

94.38%

464,239

Lynda B. Scearcy

7,909,928

95.71%

354,363

Michele M. Gil

7,915,896

95.78%

348,395

There were 2,563,016 broker non-votes received with respect to this item.

The terms of the following directors continued after the shareholders’ meeting: Albert L. Berra, Vonn R. Christenson, Ermina Karim, Julie G. Castle, and Laurence S, Dutto.

The appointment of Forvis Mazars, LLP as the Company’s independent registered public accounting firm for 2026 was ratified, with the number of shares cast as follows:

For:10,629,321

Against:191,401

Abstain:6,585

The number voting “for” constituted 98.23% of the total number of shares represented and voting at the meeting with respect to proposal 2. There were no broker non-votes with respect to this item.

The advisory vote on executive compensation was approved, with the number of shares cast as follows:

For:7,881,291

Against:295,325

Abstain:87,675

The number voting “for” constituted 96.38% of the total number of shares represented and voting at the meeting with respect to proposal 3. There were 2,563,016 broker non-votes received with respect to this item.



SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SIERRA BANCORP

Dated: May 21, 2026

By:

/s/ Christopher G. Treece

Christopher G. Treece

Executive Vice President &

Chief Financial Officer