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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 and Exchange Act of 1934
 
 
Date of Report: May 14, 2026
(Date of earliest event reported)
 
 
Columbia Banking System, Inc.
(Exact Name of Registrant as Specified in Its Charter)
 
 
Washington000-2028891-1422237
(State or Other Jurisdiction of Incorporation or Organization)
(Commission File Number)
(I.R.S. Employer Identification Number)
 
1301 A Street
Tacoma, Washington 98402-4200
(address of Principal Executive Offices)(Zip Code)
 
(253) 305-1900
(Registrant's Telephone Number, Including Area Code)
 
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:

[ ☐ ]    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 CLASSTRADING SYMBOLNAME OF EXCHANGE
Common Stock, No Par ValueCOLBThe Nasdaq Stock Market LLC

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.
 
On May 14, 2026, Columbia Banking System, Inc. (the “Company”) held the Company’s 2026 Annual Meeting of Shareholders (the “2026 Annual Meeting”). There were 289,993,853 shares outstanding and entitled to vote at the 2026 Annual Meeting; of those shares 270,265,070 were present in person or by proxy. The following matters were voted upon at the 2026 Annual Meeting:

1.The election of twelve directors to serve on the board of directors of the Company until the Company’s 2027 Annual Meeting of Shareholders or until their successors have been elected and have qualified;
2.An advisory (non-binding) resolution to approve the compensation of the Company's named executive officers; and
3.An advisory (non-binding) resolution to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.

The following is a summary of the voting results for the matters voted upon by the shareholders.

1. Election of Directors
Director's NameVotes ForVotes AgainstAbstentionsBroker Non-Votes
Clint E. Stein243,174,728 4,476,088 5,957,172 16,657,082 
Luis F. Machuca231,293,225 16,373,483 5,941,280 16,657,082 
Mark A. Finkelstein240,451,082 7,213,830 5,943,076 16,657,082 
Eric S. Forrest242,094,463 5,578,574 5,934,951 16,657,082 
Steven R. Gardner243,307,669 4,365,598 5,934,721 16,657,082 
Randal L. Lund245,583,922 2,088,282 5,935,784 16,657,082 
M. Christian Mitchell245,439,853 2,235,070 5,933,065 16,657,082 
John F. Schultz245,503,988 2,170,205 5,933,795 16,657,082 
Elizabeth W. Seaton243,847,354 3,829,949 5,930,685 16,657,082 
Jaynie Miller Studenmund245,948,532 1,727,727 5,931,729 16,657,082 
Hilliard C. Terry, III240,717,344 6,909,379 5,981,265 16,657,082 
Anddria Varnado245,889,746 1,760,093 5,958,149 16,657,082 

2. Advisory (non-binding) Approval of Executive Compensation
Votes For
Votes Against
Abstentions
Broker Non-Votes
240,301,67912,934,531371,77816,657,082

3. Advisory (non-binding) Ratification of Appointment of Independent Registered Public Accounting Firm
Votes For
Votes Against
Abstentions
Broker Non-Votes
269,295,913792,258176,899—




SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
COLUMBIA BANKING SYSTEM, INC.
(Registrant)
 
 
Dated: May 15, 2026
By:/s/ Kumi Yamamoto Baruffi
     Kumi Yamamoto Baruffi
     Executive Vice President, General Counsel