COLB

New in FY2025

• Due to the complexity and interconnectedness of information technology systems, the process of enhancing our systems can itself create a risk of systems disruptions and security issues.
• As previously disclosed and discussed in greater detail in Note 16 – Commitments and Contingencies and Related-Party Transactions, in 2023 Columbia Bank was informed by one of its technology service providers (the “Vendor”) that a widely reported security incident involving MOVEit, a filesharing 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 Columbia Bank’s consumer and small business customers.
• On behalf of the Bank, the Vendor notified affected customers (approximately 429,000), and the Bank and Vendor notified applicable federal and state regulators regarding the Vendor Incident.
• We have in the past sought, and in the future may continue to seek, to grow our business by acquiring other businesses.
• Our ability to sustain or improve upon existing performance is dependent upon our ability to respond to technological change, and we may have fewer resources than some of our competitors to continue to invest in technological improvements.
• Risks Relating to our acquisition of Pacific Premier Combining Columbia and Pacific Premier may be more difficult, costly or time-consuming than expected, and Columbia may fail to realize the anticipated benefits of the acquisition of Pacific Premier.
• Prior to the closing of the acquisition of Pacific Premier on August 31, 2025, Columbia and Pacific Premier operated independently.
• The success of the acquisition, including anticipated benefits and cost savings, will depend, in part, on our ability to successfully integrate Pacific Premier's business into Columbia's in a manner that permits growth opportunities and does not materially disrupt the existing customer relations nor result in decreased revenues due to loss of customers.
• It is possible that the integration process could result in the loss of key employees, the disruption of Columbia's ongoing businesses or inconsistencies in standards, controls, procedures, and policies that adversely affect Columbia's ability to maintain relationships with clients, customers, depositors, and employees or to achieve the anticipated benefits and cost savings of the acquisition.
• The loss of key employees could adversely affect Columbia’s ability to successfully conduct its business, which could have an adverse effect on Columbia’s financial results and the value of its common stock.
• If Columbia experiences difficulties with the integration process, the anticipated benefits of the acquisition may not be realized fully or at all, or may take longer to realize than expected.
• As with any acquisition involving financial institutions, there also may be business disruptions that cause Columbia to lose customers or cause customers to remove their accounts from Columbia and move their business to competing financial institutions.
• Integration efforts will also divert management attention and resources.
• These integration matters could have an adverse effect on Columbia for an undetermined period after completion of the acquisition.
• In addition, the actual cost savings of the acquisition could be less than anticipated.
• Columbia may be unable to retain Columbia and/or legacy Pacific Premier personnel successfully.
• The success of the acquisition of Pacific Premier will depend in part on Columbia's ability to retain the talent and dedication of key employees.
• It is possible that these employees may decide not to remain with Columbia following the consummation of the acquisition.
• If Columbia is unable to retain key employees, including management, who are critical to the successful integration of Pacific Premier's business and the future operations of Columbia, Columbia could face disruptions in its operations, loss of existing customers, loss of key information, expertise, or know-how and unanticipated additional recruitment costs.
• In addition, following the acquisition, if key employees terminate their employment, Columbia's business activities may be adversely affected, and management's attention may be diverted from successfully hiring suitable replacements, all of which may cause the Columbia's business to suffer.
• Columbia also may not be able to locate or retain suitable replacements for any key employees who leave Columbia.
• Interest Rate and Credit Risks Economic conditions in the market areas we serve may adversely impact our earnings and could increase our credit risk associated with our loan portfolio, the value of our investment portfolio and the availability of deposits.
• Substantially all of our loan and deposit customers are businesses and individuals in Arizona, California, Colorado, Idaho, Nevada, Oregon, Utah, and Washington and soft economies in these market areas could have a material adverse effect on our business, financial condition, results of operations, and prospects.
• We are focusing on growth opportunities in Arizona, Colorado, Texas, and Utah; however, economic softening in these areas could hinder our expansion plans.
• While our loan portfolio is diversified across business sectors, it is concentrated in CRE and commercial business loans.
• CRE 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.
• Because our loan portfolio contains CRE 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.
• A large percentage of our loan portfolio is secured by real estate, in particular CRE.
• As of December 31, 2025, 76% of our total gross loans were secured by real estate.
• CRE 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 CRE 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 CRE portfolio.
• Accordingly, the federal banking regulatory agencies have expressed concerns about weaknesses in the current CRE market.
• Our allowance may not be adequate to cover future loan losses, which could adversely affect earnings.
• Although the Federal Reserve decreased the federal funds target rate throughout 2025 and may further decrease the target rate through 2026, interest rates may increase to combat renewed inflation or otherwise.
• Our business depends on our ability to successfully manage credit risk.
• As of December 31, 2025, gross unrealized losses in our securities portfolio were $380 million.
• Conversely, there may be circumstances under which it would be prudent to consider alternatives for raising capital to take advantage of significant acquisition opportunities or in response to changing economic conditions.
• The Company could lose access to sources of liquidity if it were to experience financial or regulatory issues.
• Significant legal or regulatory actions could subject us to substantial uninsured liabilities and reputational harm and have a material adverse effect on our business and results of operations.

and 8 more.

Gone since FY2024

• Table of Conte n t s Due to the complexity and interconnectedness of information technology systems, the process of enhancing our systems can itself create a risk of systems disruptions and security issues.
• 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, on June 21, 2023, Umpqua 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, resulted in the unauthorized acquisition by a third party of the names and social security numbers or tax identification numbers of certain of Umpqua Bank’s consumer and small business customers.
• Umpqua Bank notified potentially affected customers of this incident and has worked with the Vendor to provide formal notification to affected customers with additional information and resources.
• We have in the past sought, and expect in the future to continue to seek, to grow our business by acquiring other businesses.
• Table of Conte n t s Our ability to sustain or improve upon existing performance is dependent upon our ability to respond to technological change, and we may have fewer resources than some of our competitors to continue to invest in technological improvements.
• Table of Conte n t s Interest Rate and Credit Risks Economic conditions in the market areas we serve may adversely impact our earnings and could increase our credit risk associated with our loan portfolio, the value of our investment portfolio and the availability of deposits.
• Substantially all of our loan and deposit customers are businesses and individuals in Washington, Oregon, Idaho, California, Nevada, Utah, Arizona, and Colorado and soft economies in these market areas could have a material adverse effect on our business, financial condition, results of operations and prospects.
• We are focusing on growth opportunities in California, Arizona, Colorado, and Utah; however, economic softening in these areas could hinder our expansion plans.
• While our loan portfolio is diversified across business sectors, it is concentrated in commercial real estate and commercial business loans.
• Commercial real estate 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.
• Because our loan portfolio contains commercial real estate 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.
• A large percentage of our loan portfolio is secured by real estate, in particular commercial real estate.
• As of December 31, 2024, 75% of our total gross loans were secured by real estate.
• Commercial real estate 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 estate 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 could impact the long-term performance of some types of office properties within our commercial real estate portfolio.
• Accordingly, the federal banking regulatory agencies have expressed concerns about weaknesses in the current commercial real estate market.
• Table of Conte n t s Our allowance may not be adequate to cover future loan losses, which could adversely affect earnings.
• Although the Federal Reserve began decreasing the federal funds target rate during 2024 and short-term interest rates are expected to continue decreasing during 2025, interest rates may increase to combat inflation or otherwise.
• Table of Conte n t s Our business depends on our ability to successfully manage credit risk.
• As of December 31, 2024, gross unrealized losses in our securities portfolio were $591.5 million.
• Table of Conte n t s Conversely, there may be circumstances under which it would be prudent to consider alternatives for raising capital to take advantage of significant acquisition opportunities or in response to changing economic conditions.
• Table of Conte n t s The Company could lose access to sources of liquidity if it were to experience financial or regulatory issues.
• Table of Conte n t s Significant legal or regulatory actions could subject us to substantial uninsured liabilities and reputational harm and have a material adverse effect on our business and results of operations.
• 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.
• Table of Conte n t s Substantial competition in our market areas could adversely affect us.
• We also experience competition, especially for deposits, from Internet-based banking institutions, which have grown rapidly in recent years.
• 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 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.
• 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 transition to a less carbon-dependent economy will be perceived negatively by some stakeholders and adversely affect our business and reputation.
• 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.
• Table of Conte n t s We rely on dividends and other payments from our bank for substantially all of our revenue.