STEVEN R. GARDNER - 25 Aug 2025 Form 4 Insider Report for PACIFIC PREMIER BANCORP INC (PPBI)

Role
Chairman, President & CEO, Director
Signature
/s/ Steven R. Gardner
Issuer symbol
PPBI
Transactions as of
25 Aug 2025
Transactions value $
-$3,802,051
Form type
4
Filing time
27 Aug 2025, 16:26:47 UTC
Previous filing
18 Mar 2025
Next filing
03 Sep 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
GARDNER STEVEN R Chairman, President & CEO, Director 17901 VON KARMAN AVE., SUITE 1200, IRVINE /s/ Steven R. Gardner 27 Aug 2025 0001267342

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PPBI PPBI Common Stock Options Exercise +202K +97.77% 408K 25 Aug 2025 Direct F1
transaction PPBI PPBI Common Stock Options Exercise +17.6K +4.31% 425K 25 Aug 2025 Direct F2
transaction PPBI PPBI Common Stock Tax liability -$3.8M -156K -36.8% $24.30 269K 25 Aug 2025 Direct F3
holding PPBI PPBI Common Stock 370K 25 Aug 2025 By The Gardner Family Trust

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PPBI PPBI Restricted Stock Unit Options Exercise $0 -70.3K -100% $0.00 0 25 Aug 2025 PPBI Common Stock 70.3K Direct F4, F5
transaction PPBI PPBI Restricted Stock Unit Options Exercise $0 -60.8K -100% $0.00 0 25 Aug 2025 PPBI Common Stock 60.8K Direct F4, F5
transaction PPBI PPBI Restricted Stock Unit Options Exercise $0 -70.4K -100% $0.00 0 25 Aug 2025 PPBI Common Stock 70.4K Direct F4, F5
transaction PPBI Dividend Equivalent Rights Options Exercise -17.6K -100% 0 25 Aug 2025 PPBI Common Stock 17.6K Direct F2, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the acquisition of 201,505 shares of common stock underlying Restricted Stock Units that were accelerated and fully vested in connection with the Agreement and Plan of Merger (the "Merger Agreement"), dated as of April 23, 2025, by and among Columbia Banking System, Inc. ("Columbia"), Pacific Premier Bancorp, Inc. (the "Issuer") and Balboa Merger Sub, Inc., pursuant to which the Issuer plans to merge with and into Columbia on or about September 1, 2025.
F2 Each dividend equivalent right is the economic equivalent of one share of common stock. Dividend equivalent rights accrue on the reporting person's Restricted Stock Units and become vested proportionately with the Restricted Stock Units.
F3 Reflects payment of tax liability by withholding shares of stock incident to accelerated vesting of restricted stock, restricted stock units and dividend equivalent rights previously issued. The accelerated vesting and the release of stock was in connection with the Merger Agreement.
F4 Each Restricted Stock Unit represents the right to receive one share of common stock. Performance metrics, terms and/or conditions to which these Restricted Stock Units were originally subject were deemed, pursuant to the Merger Agreement, to have been achieved or satisfied, as applicable, at the target levels.
F5 Not applicable.