Northrim BanCorp, Inc. Signs Definitive Agreement to Acquire PBCO Financial Corporation

Northrim BanCorp, Inc. (NASDAQ: NRIM). (“Northrim” or the “Company”), the holding company of Northrim Bank, and PBCO Financial Corporation (“PBCO”), the holding company of People’s Bank of Commerce (“People’s Bank”), an Oregon state-chartered bank, jointly announced today the signing of an Agreement and Plan of Merger under which Northrim has agreed to acquire 100% of the common stock of PBCO in an all-stock transaction. Under the terms of the Agreement and Plan of Merger, each PBCO shareholder will have the right to receive 1.160 shares of Northrim common stock in exchange for each share of PBCO common stock. Holders of PBCO restricted stock and restricted stock units will also be entitled to receive 1.160 shares of Northrim common stock. PBCO phantom stock units will be cashed out. The merger is expected to qualify as a tax-free reorganization for PBCO shareholders. The aggregate consideration is valued at approximately $167.3 million, or $32.36 per share of PBCO common stock, based on the closing price of Northrim common stock as of July 21, 2026 of $27.90 per share. The value of consideration will fluctuate based on Northrim’s stock price. Upon consummation, the shareholders of PBCO will own approximately 21.1% of the combined company. Customers of both banks are expected to benefit from expanded products, services, and capabilities. People’s Bank customers will gain access to Northrim Bank’s advanced digital banking solutions, strong retail platform, and broader Treasury Management offerings, while Northrim Bank’s customers should benefit from expanded expertise, greater lending capacity and the combined strength of the organization. Mike Huston, Chairman, President, and Chief Executive Officer of Northrim Bank, stated, “We are excited to welcome People’s Bank to the Northrim family. Both of our organizations share a core value that community banking is built on strong relationships, local expertise, and commitment to our communities. Together, we expect to be able to invest more in our people, technology, customer experience, and community organizations, while preserving the personalized service and local decision-making that have defined our banks for decades.”