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Pay vs Performance Disclosure
12 Months Ended
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table
Pay Versus Performance
Pay Versus Performance Disclosure.
In accordance with rules adopted by the SEC pursuant to the Dodd-Frank Act, we provide the following disclosure regarding executive “compensation actually paid” (“CAP”), as calculated in accordance with the SEC rules and certain performance measures for the fiscal years listed below. For information regarding Banner’s
pay-for-performance
philosophy and how Banner aligns executive pay with performance, refer to the “Compensation Discussion and Analysis” (“CD&A”) above.
 
Year
 
Summary
Compensation
Table Total for
PEO (1)
 
Compensation
Actually Paid
to PEO (2)
 
Average
Summary
Compensation
Table Total for
non-PEO

NEOs (1)
 
Average
Compensation
Actually Paid
to
non-PEO

NEOs (3)
 
Value of Initial Fixed $100
Investment based on (4):
 
Net Income
($000)
 
 Company- 

selected
Measure:
ROATCE
(5)
 
Total
Shareholder
Return
(TSR)
 
KRX Index
Total
Shareholder
Return
(TSR)
2023     $ 3,008,319     $ 2,584,884     $ 1,026,932     $ 855,526     $ 110.82     $ 115.69     $ 183,624       16.14 %
2022     $ 3,123,768     $ 3,296,615     $ 1,197,095     $ 1,113,315     $ 125.86     $ 116.15     $ 195,378       17.47 %
2021     $ 2,618,969     $ 3,388,567     $ 868,651     $ 976,064     $ 117.43     $ 124.78     $ 201,048       16.26 %
2020     $ 2,665,471     $ 2,635,857     $ 881,251     $ 853,575     $ 87.46     $ 91.32     $ 115,928       9.95 %
(1)
The principal executive officer (“PEO”) for all three years was Mark J. Grescovich. The
non-PEO
named executive officers
(non-PEO
NEOs) were as follows:
 
2023: Robert G. Butterfield, Cynthia D. Purcell, James M. Costa, James P. G. McLean, Peter J. Conner
2022: Peter J. Conner, Cynthia D. Purcell, James M. Costa, M. Kirk Quillin
2021: Peter J. Conner, Cynthia D. Purcell, M. Kirk Quillin, James P. G. McLean, Judith A. Steiner
2020: Peter J. Conner, Cynthia D. Purcell, Judith A. Steiner, Keith A. Western, Richard B. Barton
 
(2) Adjustments from Summary Compensation Table total for PEO    2023  
Deduction for change in actuarial present values reported under the “Change in Pension Value and
Non-qualified
Deferred Compensation Earnings” column in the Summary Compensation Table
      
Increase for service cost of pension plans
      
Increase/deduction for prior service cost of pension plans
      
Deduction for amounts reported under the “Stock Awards” and “Option
Awards” columns in the Summary Compensation Table
     (1,151,711
Increase based on fair value of awards granted during year that remain unvested as of
year-end,
determined as of
year-end
     1,115,976  
Increase/deduction for change in fair value from prior
year-end
to current
year-end
of awards granted in prior years that were outstanding and unvested as of
year-end
     (281,083
Increase based on fair value of awards granted during year that vested during year, determined as of vesting date
      
Increase/deduction for change in fair value from prior
year-end
to vesting date of awards granted in prior years that vested during year
     (106,617
Deduction of fair value of awards granted prior to year that were forfeited during year
      
Increase based on dividends or other earnings paid during year prior to vesting date of award that are not otherwise included in total compensation
      
Increase based on incremental value of awards modified during year
      
Total Adjustments
     (423,435
 
 
(3) Adjustments from Average Summary Compensation Table total for
non-PEO
NEOs
   2023  
Deduction for change in actuarial present values reported under the “Change in Pension Value and
Non-qualified
Deferred Compensation Earnings” column in the Summary Compensation Table
     (80,917
Increase for service cost of pension plans
      
Increase/deduction for prior service cost of pension plans
      
Deduction for amounts reported under the “Stock Awards” and “Option Awards”
columns in the Summary Compensation Table
     (293,126
Increase based on fair value of awards granted during year that remain unvested as of
year-end,
determined as of
year-end
     285,282  
Increase/deduction for change in fair value from prior
year-end
to current
year-end
of awards granted in prior years that were outstanding and unvested as of
year-end
     (54,632
Increase based on fair value of awards granted during year that vested during year, determined as of vesting date
      
Increase/deduction for change in fair value from prior
year-end
to vesting date of awards granted in prior years that vested during year
     (28,013
Deduction of fair value of awards granted prior to year that were forfeited during year
      
Increase based on dividends or other earnings paid during year prior to vesting date of award that are not otherwise included in total compensation
      
Increase based on incremental value of awards modified during year
      
Total Adjustments
     (171,406
(4)
Total shareholder return (“TSR”) assumes $100 invested in Banner common stock and the KBW Regional Bank Index on December 31, 2019 with all dividends reinvested.
(5)
We determined the return on average tangible common equity (“ROATCE”) to be the most important financial performance measure not otherwise disclosed in the table, that is used to link compensation actually paid to our NEOs to company performance, for the most recently completed fiscal year. ROATCE defined as net income prior to amortization of intangibles and goodwill
(tax-adjusted),
divided by average tangible common equity.
     
Company Selected Measure Name ROATCE      
Named Executive Officers, Footnote
2023: Robert G. Butterfield, Cynthia D. Purcell, James M. Costa, James P. G. McLean, Peter J. Conner
2022: Peter J. Conner, Cynthia D. Purcell, James M. Costa, M. Kirk Quillin
2021: Peter J. Conner, Cynthia D. Purcell, M. Kirk Quillin, James P. G. McLean, Judith A. Steiner
2020: Peter J. Conner, Cynthia D. Purcell, Judith A. Steiner, Keith A. Western, Richard B. Barton
     
Peer Group Issuers, Footnote Total shareholder return (“TSR”) assumes $100 invested in Banner common stock and the KBW Regional Bank Index on December 31, 2019 with all dividends reinvested.      
PEO Total Compensation Amount $ 3,008,319 $ 3,123,768 $ 2,618,969 $ 2,665,471
PEO Actually Paid Compensation Amount $ 2,584,884 3,296,615 3,388,567 2,635,857
Adjustment To PEO Compensation, Footnote
(2) Adjustments from Summary Compensation Table total for PEO    2023  
Deduction for change in actuarial present values reported under the “Change in Pension Value and
Non-qualified
Deferred Compensation Earnings” column in the Summary Compensation Table
      
Increase for service cost of pension plans
      
Increase/deduction for prior service cost of pension plans
      
Deduction for amounts reported under the “Stock Awards” and “Option
Awards” columns in the Summary Compensation Table
     (1,151,711
Increase based on fair value of awards granted during year that remain unvested as of
year-end,
determined as of
year-end
     1,115,976  
Increase/deduction for change in fair value from prior
year-end
to current
year-end
of awards granted in prior years that were outstanding and unvested as of
year-end
     (281,083
Increase based on fair value of awards granted during year that vested during year, determined as of vesting date
      
Increase/deduction for change in fair value from prior
year-end
to vesting date of awards granted in prior years that vested during year
     (106,617
Deduction of fair value of awards granted prior to year that were forfeited during year
      
Increase based on dividends or other earnings paid during year prior to vesting date of award that are not otherwise included in total compensation
      
Increase based on incremental value of awards modified during year
      
Total Adjustments
     (423,435
     
Non-PEO NEO Average Total Compensation Amount $ 1,026,932 1,197,095 868,651 881,251
Non-PEO NEO Average Compensation Actually Paid Amount $ 855,526 1,113,315 976,064 853,575
Adjustment to Non-PEO NEO Compensation Footnote
(3) Adjustments from Average Summary Compensation Table total for
non-PEO
NEOs
   2023  
Deduction for change in actuarial present values reported under the “Change in Pension Value and
Non-qualified
Deferred Compensation Earnings” column in the Summary Compensation Table
     (80,917
Increase for service cost of pension plans
      
Increase/deduction for prior service cost of pension plans
      
Deduction for amounts reported under the “Stock Awards” and “Option Awards”
columns in the Summary Compensation Table
     (293,126
Increase based on fair value of awards granted during year that remain unvested as of
year-end,
determined as of
year-end
     285,282  
Increase/deduction for change in fair value from prior
year-end
to current
year-end
of awards granted in prior years that were outstanding and unvested as of
year-end
     (54,632
Increase based on fair value of awards granted during year that vested during year, determined as of vesting date
      
Increase/deduction for change in fair value from prior
year-end
to vesting date of awards granted in prior years that vested during year
     (28,013
Deduction of fair value of awards granted prior to year that were forfeited during year
      
Increase based on dividends or other earnings paid during year prior to vesting date of award that are not otherwise included in total compensation
      
Increase based on incremental value of awards modified during year
      
Total Adjustments
     (171,406
     
Compensation Actually Paid vs. Total Shareholder Return
     
Compensation Actually Paid vs. Net Income
 
 
     
Compensation Actually Paid vs. Company Selected Measure
 
     
Total Shareholder Return Vs Peer Group
 
 
     
Tabular List, Table
Tabular List of Financial Performance Measures
The following provides a list that reflects the measures we believe to be the most important financial performance measures used to link NEO compensation to company performance. For more information, see “Executive Compensation – Compensation Discussion and Analysis.” Although in practice we do not use any performance measures to link “compensation actually paid” (as calculated herein) to company performance, we are providing this list in accordance with Item 402(v) of Regulation
S-K
to provide information on performance measures used by the Compensation and Human Capital Committee to determine NEO compensation for the most recently completed fiscal year, as more fully described in “Executive Compensation – Compensation Discussion and Analysis.”
 
 
 
Return on Average Tangible Common Equity* (“ROATCE,” the “Company Selected Measure”);
 
 
 
Pretax
Pre-provision
ROA;
 
 
 
Efficiency Ratio*; and
 
 
 
Total Operating Revenue*.
 
  *
Non-GAAP. See Annex for additional information and reconciliation to the related GAAP financial measures.
     
Total Shareholder Return Amount $ 110.82 125.86 117.43 87.46
Peer Group Total Shareholder Return Amount 115.69 116.15 124.78 91.32
Net Income (Loss) $ 183,624,000 $ 195,378,000 $ 201,048,000 $ 115,928,000
Company Selected Measure Amount 16.14 17.47 16.26 9.95
PEO Name Mark J. Grescovich      
Measure:: 1        
Pay vs Performance Disclosure        
Name Return on Average Tangible Common Equity* (“ROATCE,” the “Company Selected Measure      
Non-GAAP Measure Description We determined the return on average tangible common equity (“ROATCE”) to be the most important financial performance measure not otherwise disclosed in the table, that is used to link compensation actually paid to our NEOs to company performance, for the most recently completed fiscal year. ROATCE defined as net income prior to amortization of intangibles and goodwill
(tax-adjusted),
divided by average tangible common equity.
     
Measure:: 2        
Pay vs Performance Disclosure        
Name Pretax Pre-provision ROA      
Measure:: 3        
Pay vs Performance Disclosure        
Name Efficiency Ratio      
Measure:: 4        
Pay vs Performance Disclosure        
Name Total Operating Revenue      
PEO        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ (423,435)      
PEO | Change in Pension Value and Nonqualified Deferred Compensation Earnings [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Increase For Service Cost Of Pension Plans [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Increase Deduction For Prior Service Cost Of Pension Plans [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Deduction For Amounts Reported Under The Stock Award And Option Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (1,151,711)      
PEO | Increase Based On Fair Value Of Awards Granted During Year That Remain Unvested As Of Year End, Determined As Of Year End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 1,115,976      
PEO | Increase Deduction For Change In Fair Value From Prior Year End To Current Year End Of Awards Granted Prior To Year That Were Outstanding And Unvested As Of Year End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (281,083)      
PEO | Increase Based On Fair Value Of Awards Granted During Year That Vested During Year, Determined As Of Vesting Date [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Increase Deduction For Change In Fair Value From Prior Year End To Vesting Date Of Awards Granted Prior To Year That Vested During Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (106,617)      
PEO | Deduction Of Fair Value Of Awards Granted Prior To Year That Were Forfeited During Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Increase Based On Dividends Or Other Earnings Paid During Year Prior To Vesting Date Of Award [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Increase Based On Incremental Value Of Awards Modified During Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (171,406)      
Non-PEO NEO | Change in Pension Value and Nonqualified Deferred Compensation Earnings [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (80,917)      
Non-PEO NEO | Increase For Service Cost Of Pension Plans [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Increase Deduction For Prior Service Cost Of Pension Plans [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Deduction For Amounts Reported Under The Stock Award And Option Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (293,126)      
Non-PEO NEO | Increase Based On Fair Value Of Awards Granted During Year That Remain Unvested As Of Year End, Determined As Of Year End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 285,282      
Non-PEO NEO | Increase Deduction For Change In Fair Value From Prior Year End To Current Year End Of Awards Granted Prior To Year That Were Outstanding And Unvested As Of Year End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (54,632)      
Non-PEO NEO | Increase Based On Fair Value Of Awards Granted During Year That Vested During Year, Determined As Of Vesting Date [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Increase Deduction For Change In Fair Value From Prior Year End To Vesting Date Of Awards Granted Prior To Year That Vested During Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (28,013)      
Non-PEO NEO | Deduction Of Fair Value Of Awards Granted Prior To Year That Were Forfeited During Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Increase Based On Dividends Or Other Earnings Paid During Year Prior To Vesting Date Of Award [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Increase Based On Incremental Value Of Awards Modified During Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ 0