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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Elsaesser Ford 1301 ?A? STREET TACOMA, WA 98402 |
X |
/s/ Cathleen Dent, attorney-in-fact | 11/04/2014 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | In connection with the merger of Intermountain Community Bancorp ("Intermountain") with and into Columbia Banking System, Inc. ("Columbia") on November 1, 2014 pursuant to the Agreement and Plan of Merger, dated July 23, 2014, as amended, between Intermountain and Columbia (the "Merger"), the reporting person was entitled to receive, subject to proration, 33,096 shares of the Columbia common stock reported above, together with $3,549.56 in cash, in exchange for 45,254 shares of Intermountain common stock. |
(2) | In connection with the Merger, the reporting person was entitled to receive, subject to proration, 389 shares of the Columbia common stock reported above, together with $1,389.56 in cash, in exchange for 606 shares of Intermountain common stock. |
(3) | In connection with the Merger, the reporting person was entitled to receive, subject to proration, 52 shares of the Columbia common stock reported above in exchange for 72 shares of Intermountain common stock. |
(4) | In connection with the Merger, the reporting person was entitled to receive, subject to proration, 5 shares of the Columbia common stock reported above together with $18.34 in cash, in exchange for 8 shares of Intermountain common stock. |
(5) | In connection with the Merger, the reporting person was entitled to receive, subject to proration, 26 shares of the Columbia common stock reported above together with $94.01 in cash, in exchange for 41 shares of Intermountain common stock. |
(6) | In connection with the Merger, the reporting person was entitled to receive, subject to proration, 5 shares of the Columbia common stock reported above together with $20.64 in cash, in exchange for 9 shares of Intermountain common stock. |
(7) | On October 31, 2014, the trading day immediately prior to the November 1, 2014 effective date of the Merger, the closing price of Intermountain's common stock was $20.00 per share and the closing price of Columbia's common stock was $27.78 per share. |