Good day and welcome to Columbia Banking System Incorporated's 2026 annual meeting of shareholders. It is my pleasure to introduce you to the Chair for Columbia Banking System and its principal subsidiary, Columbia Bank, and today's host, Clint Stein.
Thank you, Elvis. Good morning, everyone, and thank you for attending our 2026 annual meeting of shareholders for Columbia Banking System. This meeting is being held online rather than in person, as we have found it allows shareholders to participate regardless of resources or physical location. For our shareholders who have joined us online today, you may vote and ask questions at this meeting if you have logged in with the control number on your proxy card. On behalf of our board of directors, I welcome you to the meeting. In 2025, your company continued to serve customers and communities throughout our footprint, reinforcing the quality of our people and strength of our value proposition, which I will address in the presentation following the shareholder vote.
Joining the meeting with me today are Chris Merrywell, Senior Executive Vice President of Columbia and Co-President of Columbia Bank, and Kumi Yamamoto Baruffi, Executive Vice President, General Counsel, and Corporate Secretary for Columbia. Before I introduce our other directors, I'd like to acknowledge two individuals who were not nominated for re-election due to their desire to retire from the board effective today. Maria Pope has been a director for 13 years and served most recently as Lead Independent Director of Columbia . Mae Numata has been a director for 14 years and most recently served as the Chair of the Columbia Bank Trust Committee until its dissolution in December 2025. On behalf of the board, I want to thank Maria and Mae for their many years of leadership, insight, and stewardship. We're deeply grateful for your years of service.
I will now introduce our other directors who are joining us online today. Luis Machuca is a member of the Compensation and Technology Committees. He chairs the Nominating and Governance Committee. Following the annual meeting, he will serve as Columbia's Lead Independent Director. Mark Finkelstein is a member of the Compensation Committee, the Nominating and Governance Committee, and the Technology Committee. Eric Forrest is a member of the Enterprise Risk Management Committee and the Nominating and Governance Committee. Steve Gardner joined Columbia's board in connection with our strategic acquisition of Pacific Premier Bancorp, which closed last August. Steve is the former Chairman, Chief Executive Officer, and President of Pac Premier. Randy Lund is a member of the Enterprise Risk Management Committee. He chairs the Audit Committee.
Chris Mitchell is the second of three former Pacific Premier directors to join Columbia's board during 2025, and he previously chaired Pacific Premier's Audit Committee. Chris is a member of Columbia's Audit Committee and the Risk Management Committee. John Schultz is a member of the Audit Committee, and he chairs the Technology Committee. Betsy Seaton is a member of the Audit Committee, and she chairs the Enterprise Risk Management Committee. Jaynie Studenmund is the final director to join Columbia from Pacific Premier, where she chaired the Compensation Committee. Jaynie is a member of Columbia's Compensation Committee and the Nominating and Governance Committee. Hilliard Terry III is a member of the Nominating and Governance and Technology Committees, and he chairs the Compensation Committee. Anddria Varnado is a member of the Audit Committee and Technology Committee.
I'm pleased to work alongside this group of committed directors who bring unique experiences and skill sets to govern your company with care and independence. I'd also like to acknowledge our representative from Deloitte, our independent registered public accounting firm. Our audit partner, James Oliver, is with us online today. Now I'll address some procedural matters for today's meeting. As is our custom, we will conduct the business portion of the meeting first, followed by a brief presentation. We will then open the meeting to general discussion and questions for management suitable to the shareholder meeting. I'll now turn the meeting over to Kumi Baruffi, our General Counsel and Corporate Secretary, for a report on the notice of this meeting and the existence of a quorum.
Thank you, Clint. I have an affidavit of mailing which states that notice of this meeting and the accompanying proxy materials were mailed beginning on March 31st, 2026. At the time appointed for the commencement of this meeting, holders of a majority of the outstanding shares of record as of the close of business on March 20th, 2026, which is the record date for this meeting, are present or represented by proxy.
Thank you, Kumi. Since proper notice was given and a quorum is present, I hereby convene this meeting and call it to order. We will take a vote on the matters to be considered in a few minutes. Questions may be submitted via the Ask a Question text box on the meeting portal. To facilitate orderly discussion, we ask that participants abide by the rules of conduct that are posted on the meeting website. It's now time for the reading of the minutes of last year's annual shareholder meeting that was held on May 15, 2025, and special shareholder meeting that was held on July 21, 2025.
I move that we waive the reading of the minutes of last year's annual meeting and the special meeting.
Thank you, Kumi. Is there a second for that motion?
I second the motion.
Thank you, Chris. We have now heard a motion and a second to waive the reading of the minutes of last year's annual meeting and special meeting. The motion is carried, and the secretary will insert those minutes of the 2025 annual meeting and special meeting into the company's official records. We have three proposals on which to proceed. First is the proposal for the election of all directors to serve a one-year term. The 12 nominees were introduced to you earlier. They are Clint Stein , Luis Machuca, Mark Finkelstein, Eric Forrest, Steve Gardner, Randy Lund, Chris Mitchell, John Schultz, Betsy Seaton, Jaynie Studenmund, Hilliard Terry, and Anddria Varnado. The second proposal is an advisory non-binding vote to approve the compensation of the company's named executive officers.
The third proposal is the ratification of the appointment of Deloitte as our independent registered public accounting firm for the year ending December 31st, 2026. Each of these proposals is described in detail in the proxy statement.
I move that we approve the election of those individuals named in the proxy statement. I also move that we approve on an advisory basis the compensation of the company's named executive officers. Lastly, I move to ratify on an advisory basis the appointment of Deloitte & Touche as our independent registered public accounting firm for the fiscal year ending December 31st, 2026.
Thank you, Kumi. You have heard the three motions. Is there a second to these motions?
I second each of the three motions.
Thank you, Chris. The proposals have been properly submitted to the shareholders for action with formal motion and a second. I've been named as proxy agent for the stockholders and have cast 270,265,070 shares in accordance with the instructions of those stockholders. Before we proceed to vote, are there any questions on the proposals?
No questions have been submitted at this time.
I now declare the polls open. At this time, any shareholders who have not yet voted or that wish to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. Shareholders who have mailed in proxies or who have voted online by internet or telephone and do not wish to change their vote should not take any action at this time. We will now pause for voting. Now that everyone has had the opportunity to vote, I declare the polls closed. Do we have the preliminary voting results?
Yes, we do. A sufficient number of shares have been voted in favor of all proposals. The election of all nominated directors has been approved, as well as the compensation of the three of the named executive officers and the ratification of Deloitte & Touche as the company's independent registered public accounting firm. We will report the final vote results on our Form 8-K, which will be filed no later than four business days from today.
This concludes the formal business portion of our meeting, and I declare the meeting to be adjourned. I will now outline our tremendous accomplishments in 2025 and the ways in which we are well-positioned to support our customers, our communities, and our associates, driving enhanced returns to you, our shareholders. By any measure, 2025 was a defining year for our company. It marked the culmination of a multi-year period of transformational growth that positioned Columbia for sustained long-term success. With the acquisition of Pac Premier, we completed our Western footprint and strengthened our presence across several key markets. At the same time, we unified our family of brands under the Columbia Bank name, bringing greater clarity to who we are and reinforcing our position as the leading regional banking franchise across the West.
We also made meaningful progress optimizing our balance sheet and accelerated the return of capital to shareholders through a significant share repurchase program. We continued to invest in talent, technology, and products. We remain focused on executing our strategy, deepening relationships with existing customers while welcoming new ones to the bank. Throughout the year, our associates also gave back generously, volunteering their time and expertise to support the communities we serve across our footprint. I'm extremely proud of what we achieved together for all our stakeholders. On behalf of our leadership team, I want to say thank you to all of our team members for their continued hard work and dedication. Our executive officers form a cohesive leadership team with a strong sense of continuity.
Many of our leaders have been with the bank for more than a decade, often serving in multiple roles before stepping into their current responsibilities. We also welcomed new talent in 2025, adding fresh perspectives and additional strength as we continue to execute on our strategic priorities. I'm pleased to introduce you to the executive management team of Columbia Bank, the primary subsidiary of Columbia. Chris Merrywell and Torran Nixon serve as Co-Presidents of Columbia Bank. Drew Anderson is our Chief Administrative Officer. As previously stated, Kumi Baruffi is our General Counsel and Corporate Secretary. Aaron James Deer is our Chief Strategy and Innovation Officer. Judi Giem is our Chief Human Resources Officer. Frank Namdar is our Chief Credit Officer, Andrew Ognall is our Chief Risk Officer, and Ivan Sheda is our Chief Financial Officer.
In the interest of time, I did not review the depth of knowledge and breadth of experience of each individual leader. I encourage you to visit Columbia's website to learn more about our executive officers and the qualifications of this outstanding team. Any forward-looking statements we make today are subject to economic and other factors. You can find a more complete cautionary explanation in our 2025 Form 10-K filed with the SEC and available on our website. Now I'd like to provide you with an overview of our key achievements in 2025, which support our business bank of choice strategy. We delivered solid earnings and returns for the year while strengthening Columbia's sustainable earnings power through the active optimization of our balance sheet.
We strengthened our funding stack by reducing wholesale sources, increasing the mix of customer deposits, and improving the overall quality and stability of the balance sheet. At the same time, we continued to reposition the loan portfolio toward relationship-centric commercial lending, growing with customers where we can deliver the full benefit of our products and services while creating durable through the cycle returns for our shareholders. Relationship banking has been the foundation of our go-to-market strategy since 1993. 2025 was another year of consistent execution. We grew commercial and owner-occupied CRE loans by 26%, reflecting organic growth in the addition of Pac Premier. These balances replaced runoff in a portfolio of below-market rate transactional loans which reflect acquired low coupon multifamily and single-family mortgage loans with no associated customer deposit balances.
Our actions contributed to significant net interest margin improvement, which alongside our cost-conscious culture enhanced our profitability profile and generated significant excess capital. Given our strong capital position and outlook for continued capital generation, the board authorized a $700 million share repurchase program last October. Columbia has already returned $300 million to you, our shareholders, through the first quarter of 2026, with $100 million of that used for share repurchases during 2025. We also increased our quarterly cash dividend to $0.37 per share last November from $0.36 previously. We remain disciplined stewards of capital supporting an expanding franchise while providing attractive returns to our shareholders. We're pleased with our performance in 2025. Our achievements contributed to the building momentum that is driving strong results to date in 2026.
During the first quarter, we completed the Pac Premier systems conversion and consolidated nine branches, putting us on track for full realization of all acquisition-related cost savings by the end of June. Beyond savings associated with the Pac Premier acquisition, our expense base reflects continuous fine-tuning. We remain disciplined in identifying cost offsets that create reinvestment dollars for initiatives that drive revenue and enhance efficiency. We intend to open branches in Colorado, Utah, and Las Vegas this year, supporting our bankers' proven ability to generate balanced relationship-centric growth in deposits, loans, and recurring fee income. We're also investing in technology to support an elevated customer experience and enhance enterprise performance. AI is becoming an important tool for driving efficiency across Columbia. Historically, time-consuming manual tasks such as reviewing and validating thousands of data fields are becoming increasingly automated, reducing time to completion to a fraction of the time historically required.
We have also enhanced our customer support experience with an AI-powered virtual assistant, providing faster customer support on routine administrative questions. Across the organization, we remain focused on balanced growth with new and existing customers as we add to our franchise value through relationship banking throughout our footprint. We are the largest bank headquartered in the Northwest and the fourth largest regional bank headquartered in our footprint. Our advantageous placement reflects the scale we have already built as it provides opportunity to increase market share throughout our footprint, leveraging the resources of our company. Macroeconomic headwinds continue to dominate the industry narrative, often driving outsized stock price reactions and treating all banks as the same. We are not all the same, and Columbia's fundamentals warrant differentiation. Over my tenure at Columbia Bank, we have repeatedly demonstrated the ability to withstand industry stress as we consistently turned disruption into opportunity.
We expanded our customer base through both organic growth and strategic acquisitions, cultivating strong credit fundamentals in a best-in-class, low-cost core deposit franchise that consistently ranks in the top quartile across financial metrics. In many ways, 2025 represents an inflection point. After over 20 years of disciplined expansion, we are now operating the company we set out to build. Columbia Bank has the talent, products, technology, and scale to lead as the West's preeminent regional bank. I know many of our employee shareholders are online with us today. On behalf of everyone on the board and on the executive team, I would like to thank you for your exceptional efforts on behalf of your customers, your fellow associates, the bank, and the communities we serve. We also want to express our sincere appreciation to our shareholders for your continued support. We will now answer questions received from shareholders.
To assist us, I'm going to ask Kumi to provide direction.
Thank you, Clint. We have received a couple of questions. The first of which is whether there are more opportunities for Columbia to acquire private banks as compared to public banks through tuck-in acquisitions.
Well, thank you for the question. The short answer is no, I don't believe so. There are private banks. We are in a consolidating industry, but I'll go back to my prepared remarks when I said Pac Premier completed our Western footprint and we're running the bank that we set out to build, you know, in the 20+ years that I've been with the company. I think that there's an opportunity for somebody to roll these small private banks up, but I don't see that as an opportunity that makes sense for us.
Another question that's been submitted is how have credit unions as well as private capital affected the company's capacity to make loans, if at all?
Our target customer or our ideal customer mix is what they really value is a relationship. You know, in my prepared remarks, again, I noted that we've had a relationship-centric model since 1993, the founding of the company. While they can have a relationship with a credit union, credit unions don't have the breadth of product services or expertise as businesses grow that our bankers bring to the market. With private capital, private capital has a role to play in I guess in the financial industry.
Again, for customers that are attracted to our business model, and are qualified, that are desirable for us, they don't typically need to access private capital. While it's an industry headwind, I like our market position, I like the talent we have on our team, and I like our suite of products and services.
We did receive one other question about whether the bank believes AI can enhance productivity, but those were really addressed in your prepared remarks. With that, I don't believe that we have any other questions. Clint, I will hand the meeting back to you.
Thank you, Kumi. I want to thank everyone for joining us today. Our presentation is now concluded.
Thank you for attending today's meeting. You may now disconnect.